MediaAlpha (MAX) CTO receives major RSU and performance-based PRSU equity grants

Rhea-AI Filing Summary

Yeh Kuanling Amy reported acquisition or exercise transactions in this Form 4 filing.

MediaAlpha, Inc. Chief Technology Officer Yeh Kuanling Amy received equity awards consisting of time-based restricted stock units (RSUs) and performance-based restricted stock units (2026 PRSUs) tied to future company performance.

The filing shows a grant of 186,900 RSUs of Class A Common Stock and 62,300 2026 PRSUs, each at a grant price of $0.00 per unit. Each RSU represents a contingent right to one share of Class A Common Stock upon vesting. One sixteenth of the RSUs will vest on May 15, 2026, with the remainder vesting quarterly over the following four years, subject to continued employment.

The 2026 PRSUs are earned based on Adjusted EBITDA goals for fiscal 2026, 2027, and 2028, with each year measured separately. For each year, threshold, target, and maximum performance levels correspond to vesting of 50%, 100%, or 200% of target shares. Any earned PRSUs for a performance period then remain subject to continued service-based vesting through the end of the three-year period and, if they become eligible to vest after Compensation Committee approval, will settle in shares on March 15, 2029. Following these transactions, Yeh Kuanling Amy holds 580,879 shares of Class A Common Stock directly.

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

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

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^*

Yeh Kuanling Amy

(Last) (First) (Middle)

C/O MEDIAALPHA, INC.

700 SOUTH FLOWER STREET, SUITE 640

(Street)

LOS ANGELES CA 90017

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

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

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

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

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	03/15/2026		A		186,900(1)	A	$0	580,879	D

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
Performance Restricted Stock Units (2026 PRSUs)	(2)	03/15/2026		A		62,300		(3)(4)	(3)(4)	Class A Common Stock	62,300	$0	62,300	D

Explanation of Responses:

1. Consists of restricted stock units ("RSUs") granted to the Reporting Person under the Issuer's Omnibus Incentive Plan. Each RSU represents a contingent right to receive one share of Class A Common Stock upon vesting. One sixteenth of the RSUs will vest on May 15, 2026 and the remainder will vest quarterly over the following four years, in each case subject to continued employment. with the Issuer through each vesting date.

2. Represents Performance Based Restricted Stock Units (PRSUs) granted to the Reporting Person on March 15, 2026, pursuant to the Issuer's Omnibus Equity Incentive Plan. Each PRSU represents a contingent right to receive shares of Issuer's Class A Common Stock.

3. The PRSUs will be earned subject to achievement of Adjusted EBITDA goals for fiscal 2026, fiscal 2027, and fiscal 2028, with each fiscal year measured separately for purposes of determining PRSU vesting. One-third of the PRSU grants are tied to Adjusted EBITDA performance against pre-established threshold, target, and maximum Adjusted EBITDA goals for each fiscal year, corresponding to vesting of 50%, 100% and 200% of the target shares, respectively. Following the completion of each performance period, any earned PRSUs for that performance period will remain subject to continued service-based vesting through the end of the three-year period."

4. If PRSUs become eligible to vest after approval from the Compensation Committee of the Board of Directors of the Issuer on the achievement of the performance measures, the eligible units will settle on March 15, 2029.

Remarks:

	/s/ Jeffrey B. Coyne	03/18/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transactions did MediaAlpha (MAX) report for Yeh Kuanling Amy?

MediaAlpha reported equity grants to Chief Technology Officer Yeh Kuanling Amy, including 186,900 restricted stock units and 62,300 performance-based RSUs. These awards are part of equity compensation and vest over time, subject to service and Adjusted EBITDA performance conditions through 2028.

How many restricted stock units were granted to the MediaAlpha (MAX) CTO?

The CTO received 186,900 RSUs of MediaAlpha Class A Common Stock. Each RSU represents a right to one share upon vesting. One sixteenth vests on May 15, 2026, with the remaining units vesting quarterly over the next four years, subject to continued employment.

What are the terms of the 2026 PRSUs granted by MediaAlpha (MAX)?

The 2026 PRSU grant totals 62,300 units tied to Adjusted EBITDA goals for fiscal 2026, 2027, and 2028. Each year’s performance is measured separately, with threshold, target, and maximum levels corresponding to 50%, 100%, or 200% of target shares vesting, plus additional service-based vesting.

How is vesting for MediaAlpha (MAX) PRSUs determined?

PRSUs vest based on Adjusted EBITDA performance for each of fiscal 2026, 2027, and 2028. One-third of the grant is tied to each year’s goals, with different payout levels at threshold, target, and maximum. Earned units then require continued service through the three-year period.

When will the MediaAlpha (MAX) CTO’s PRSUs settle into shares?

Eligible PRSUs will settle on March 15, 2029, if the Compensation Committee approves that performance measures have been achieved. After performance is certified and service-based vesting conditions are met, the earned units convert into shares of Class A Common Stock on that settlement date.

What is the CTO’s MediaAlpha (MAX) shareholding after these grants?

After the reported grants, the CTO holds 580,879 shares of MediaAlpha Class A Common Stock directly. This figure reflects the non-derivative holdings following the RSU grant and shows the scale of her equity position after the March 15, 2026 transactions.

Do the MediaAlpha (MAX) RSU and PRSU awards require continued employment?

Yes, both RSUs and PRSUs require continued service with MediaAlpha. RSUs vest over a schedule beginning May 15, 2026, and the PRSUs, after meeting Adjusted EBITDA goals, remain subject to service-based vesting through the three-year period before settling in 2029.