MediaAlpha (NYSE: MAX) director sells shares to cover taxes

Rhea-AI Filing Summary

MediaAlpha, Inc. (MAX) director Eugene Nonko reported open-market sales of a total of 33,419 shares of Class A Common Stock from August 24–26, 2026, including sales made directly and indirectly through O.N.E. Holdings, LLC. The sales were made under a Rule 10b5-1 trading plan primarily to cover taxes from vesting RSUs, at weighted-average prices generally between about $12.34 and $13.18 per share.

Insider Trade Summary 10b5-1

Net Seller: 33,419 shares

Net Sell 6 txns

Insider Nonko Eugene

Role Director

Sold 33,419 shs ($428K)

Type	Security	Shares	Price	Value
Sale	Class A Common Stock F1, F4	2,667	$12.5562	$33K
Sale	Class A Common Stock F1, F4	7,778	$12.5535	$98K
Sale	Class A Common Stock F1, F3	3,282	$12.8935	$42K
Sale	Class A Common Stock F1, F6	8,205	$12.867	$106K
Sale	Class A Common Stock F1, F2	3,282	$12.9937	$43K
Sale	Class A Common Stock F1, F5	8,205	$12.9877	$107K

Holdings After Transaction: Class A Common Stock — 823,323 shares (Direct); Class A Common Stock — 935,361 shares (Indirect, By O.N.E. Holdings,LLC)

Footnotes (6)

1. F1. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person primarily to cover taxes resulting from the vesting of RSUs.
2. F2. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $12.705 to $13.15 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
3. F3. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $12.71 to $13.05 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
4. F4. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $12.335 to $12.68 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
5. F5. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $12.715 to $13.18 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
6. F6. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $12.71 to $13.045 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

Key Figures

Total shares sold: 33,419 shares Shares sold on 2026-08-24 (direct): 3,282 shares Shares sold on 2026-08-24 (indirect): 8,205 shares +5 more

8 metrics

Total shares sold 33,419 shares Aggregate Class A Common Stock sales reported for August 24–26, 2026

Shares sold on 2026-08-24 (direct) 3,282 shares Class A Common Stock, direct ownership, sale on August 24, 2026

Shares sold on 2026-08-24 (indirect) 8,205 shares Class A Common Stock, indirect via O.N.E. Holdings, LLC, sale on August 24, 2026

Shares sold on 2026-08-25 (direct) 3,282 shares Class A Common Stock, direct ownership, sale on August 25, 2026

Shares sold on 2026-08-25 (indirect) 8,205 shares Class A Common Stock, indirect via O.N.E. Holdings, LLC, sale on August 25, 2026

Shares sold on 2026-08-26 (direct) 2,667 shares Class A Common Stock, direct ownership, sale on August 26, 2026

Shares sold on 2026-08-26 (indirect) 7,778 shares Class A Common Stock, indirect via O.N.E. Holdings, LLC, sale on August 26, 2026

Example weighted-average sale price $12.9937 per share Weighted-average price for one direct sale group on August 24, 2026

Key Terms

Rule 10b5-1 trading plan, RSUs, weighted-average sale price, indirect ownership

4 terms

Rule 10b5-1 trading plan regulatory

"sales were effected pursuant to a Rule 10b5-1 trading plan"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

RSUs financial

"primarily to cover taxes resulting from the vesting of RSUs"

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

weighted-average sale price financial

"Reflects the weighted-average sale price for shares sold in multiple"

indirect ownership financial

"indirect ownership noted as By O.N.E. Holdings,LLC"

FAQ

What did director Eugene Nonko report in MediaAlpha (MAX) Form 4?

He reported selling a total of 33,419 shares of MediaAlpha Class A Common Stock on August 24–26, 2026, through a combination of direct holdings and shares held by O.N.E. Holdings, LLC, in open-market transactions under a Rule 10b5-1 trading plan.

Over what dates were the MAX shares sold in this Form 4?

The reported sales of MediaAlpha (MAX) Class A Common Stock occurred on August 24, 25, and 26, 2026, in multiple open-market transactions at various prices disclosed as weighted averages.

How many MediaAlpha (MAX) shares did Eugene Nonko sell in total?

Across all transactions, the Form 4 reports that 33,419 shares of MediaAlpha Class A Common Stock were sold, combining both direct holdings and indirect holdings through O.N.E. Holdings, LLC.

At what prices were the MAX shares sold in this Form 4?

Each line item shows a weighted-average sale price, with underlying individual trades in ranges. The footnotes state price ranges from about $12.335 to $13.18 per share across the various sale groups.

Were the MediaAlpha (MAX) share sales under a Rule 10b5-1 plan?

Yes. A footnote states the sales were made under a previously adopted Rule 10b5-1 trading plan, primarily to cover taxes arising from the vesting of RSUs (restricted stock units).

Were all MAX shares sold directly by Eugene Nonko?

No. Some shares were sold from his direct holdings, while other transactions were reported as indirect through an entity identified as O.N.E. Holdings, LLC.

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Available on EDGAR 08/26/2026 - 06:03 PM Accepted by SEC EDGAR 08/26/2026 - 06:02 PM Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Nonko Eugene

(Last) (First) (Middle)

C/O MEDIAALPHA, INC.

700 SOUTH FLOWER STREET, SUITE 640

(Street)

LOS ANGELES CALIFORNIA 90017

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
MediaAlpha, Inc. [ MAX ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
08/24/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Class A Common Stock	08/24/2026		S(1)		3,282	D	$12.9937(2)	829,272	D
Class A Common Stock	08/25/2026		S(1)		3,282	D	$12.8935(3)	825,990	D
Class A Common Stock	08/26/2026		S(1)		2,667	D	$12.5562(4)	823,323	D
Class A Common Stock	08/24/2026		S(1)		8,205	D	$12.9877(5)	951,344	I	By O.N.E. Holdings,LLC
Class A Common Stock	08/25/2026		S(1)		8,205	D	$12.867(6)	943,139	I	By O.N.E. Holdings,LLC
Class A Common Stock	08/26/2026		S(1)		7,778	D	$12.5535(4)	935,361	I	By O.N.E. Holdings,LLC

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person primarily to cover taxes resulting from the vesting of RSUs.

2. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $12.705 to $13.15 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

3. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $12.71 to $13.05 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

4. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $12.335 to $12.68 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

5. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $12.715 to $13.18 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

6. Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $12.71 to $13.045 per share. The Reporting Person undertakes to provide upon request by the Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.

Remarks:

	/s/ Jeffrey B. Coyne	08/26/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)