Mediaalpha Inc SEC Filings

MediaAlpha, Inc. (MAX) reported that its Chief Technology Officer completed several equity award vesting transactions. On 11/15/2025, three blocks of Restricted Stock Units (RSUs) converted into Class A Common Stock in amounts of 5,209, 5,303, and 4,803 shares, all at an exercise price of $0 per share. These RSUs were granted under MediaAlpha’s Omnibus Equity Incentive Plan in 2022, 2023, and 2024, and follow a schedule where one sixteenth vests on May 15 of the year after grant and the remainder vests quarterly over four years, subject to continued employment. After these transactions, the CTO’s directly held Class A share balance increased, with reported holdings reaching 414,662 shares.

MediaAlpha, Inc. (MAX) reported an insider equity transaction by a director on 11/15/2025. The director acquired 18,294 shares of Class A Common Stock at an exercise price of $0 through the vesting and settlement of Restricted Stock Units (RSUs), coded as an "M" transaction. Following this transaction, the director directly beneficially owns 1,127,848 shares of Class A Common Stock.

The RSUs each represent a contingent right to receive one share of Class A Common Stock or, at the option of the Compensation Committee, cash of equivalent value. One sixteenth of the RSUs vested on May 15, 2022, and the remainder are scheduled to vest in equal quarterly installments through February 15, 2026, subject to continued employment with the company.

MediaAlpha, Inc. (MAX) reported insider equity activity by its Chief Revenue Officer, who is an officer of the company. On 11/15/2025, the officer acquired a total of 14,984 shares of Class A Common Stock at $0 per share upon the vesting and settlement of previously granted Restricted Stock Units (RSUs). Following these transactions, the officer directly owned 197,169 shares of Class A Common Stock. The RSUs were granted under MediaAlpha’s Omnibus Equity Incentive Plan in March 2022, March 2023, and March 2024, and each grant vests over time, with one sixteenth vesting on May 15 of the year of grant and the remainder vesting quarterly over the following four years, subject to continued employment.

MediaAlpha, Inc. (MAX) received a notice of proposed sale under Rule 144 covering 24,000 shares of common stock. These shares are proposed to be sold through Charles Schwab & Co., Inc. on the NYSE with an aggregate market value of $295,548.00 as disclosed in the notice.

The seller acquired the 24,000 common shares on 02/15/2025 through a restricted stock lapse from MediaAlpha, Inc. as equity compensation. The notice also reports that the company had 56,868,573 common shares outstanding at the time referenced, providing context for the size of the planned sale.

MediaAlpha, Inc. (MAX) filed a Form 144 notice covering a proposed sale of 36,300 shares of common stock through broker Charles Schwab & Co., Inc. The shares have an indicated aggregate market value of $447,216.00 and are expected to be sold on the NYSE on or about 11/17/2025.

The shares to be sold come from multiple prior acquisitions, including 16,200 shares received on 11/15/2025 via a restricted stock lapse as equity compensation, and additional shares acquired through capital contributions on 07/30/2021 and 04/30/2021.

MediaAlpha, Inc. (MAX) reported a routine director equity grant. On 11/11/2025, a director acquired 7,250 shares of Class A common stock via restricted stock units (RSUs) at $0 per unit under the company’s Omnibus Incentive Plan.

Each RSU equals one share upon vesting. The RSUs vest on the earlier of May 5, 2026 or the company’s 2026 Annual Meeting, contingent on continued board service. Following the grant, the director holds 7,250 shares directly.

MediaAlpha (MAX) filed a Form 3 for Mr. Jones, who was appointed to the Board of Directors effective November 10, 2025. The filing states that no securities are beneficially owned by the reporting person.

The report was filed by one reporting person and includes a Power of Attorney (Exhibit 24). This is a standard initial statement of beneficial ownership associated with a new director appointment.

MediaAlpha, Inc. appointed Ramon Jones to its Board of Directors, filling the existing Class I vacancy. He is also expected to be appointed to the Audit Committee. Jones most recently served as Executive Vice President and Chief Marketing Officer at Nationwide from November 2019 to March 2025, following a 25-year tenure in senior roles at the company, and earlier worked in Accenture’s Financial Services Strategy Practice.

His compensation will follow the Non-Employee Director Compensation Policy, and the company will enter into a standard-form indemnification agreement. The company reported no arrangements, family relationships, or related-party transactions under Item 404(a). A press release announcing the appointment was furnished as Exhibit 99.1.

MediaAlpha (MAX): Ownership update — Insignia Capital–affiliated entities filed Amendment No. 3 to Schedule 13G reporting they no longer beneficially own the company’s Class A common stock. As of September 30, 2025, their reported holdings were 0 shares, representing 0.0% of the class. The filing is characterized as an exit filing for the reporting persons.

The amendment lists multiple Insignia entities as joint filers and confirms no sole or shared voting or dispositive power remains. The statement is signed by Tony Broglio on November 12, 2025.