Keith Cramer - Feb 5, 2025 Form 3 Insider Report for MediaAlpha, Inc. (MAX)

Signature
/s/ Jeffrey B. Coyne
Stock symbol
MAX
Transactions as of
Feb 5, 2025
Transactions value $
$0
Form type
3
Date filed
2/18/2025, 05:57 PM
Previous filing
Nov 3, 2021
Next filing
Feb 18, 2025

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding MAX Class B-1 Units of QL Holdings LLC and Class B Common Stock Feb 5, 2025 Class A Common Stock 104K $0.00 Direct F1
holding MAX Restricted Stock Units Feb 5, 2025 Class A Common Stock 26K Direct F2, F3
holding MAX Restricted Stock Units Feb 5, 2025 Class A Common Stock 47.7K Direct F4, F5
holding MAX Restricted Stock Units Feb 5, 2025 Class A Common Stock 58.1K Direct F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the Exchange Agreement, dated October 27, 2020, among the Issuer, QL Holdings LLC (QLH), Guilford Holdings, Inc. and the Class B-1 members of QLH, each Class B-1 Unit, together with one share of Class B Common Stock, is exchangeable for one share of Class A Common Stock.
F2 One sixteenth of the RSUs vested on May 15, 2022 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.
F3 Represents RSUs granted under the Issuer's Omnibus Equity Incentive Plan on March 25, 2022.
F4 One sixteenth of the RSUs vested on May 15, 2023 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.
F5 Represents RSUs granted under the Issuer's Omnibus Equity Incentive Plan on March 15, 2023.
F6 One sixteenth of the RSUs vested on May 15, 2024 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.
F7 Represents RSUs granted under the Issuer's Omnibus Equity Incentive Plan on March 15, 2024.

Remarks:

Mr. Cramer was appointed as Chief Revenue Officer of the Company effective February 5, 2025. Exhibit 24 - Power of Attorney