Eugene Nonko - Mar 15, 2025 Form 4 Insider Report for MediaAlpha, Inc. (MAX)

Signature
/s/ Jeffrey B. Coyne
Stock symbol
MAX
Transactions as of
Mar 15, 2025
Transactions value $
$0
Form type
4
Date filed
3/18/2025, 06:00 PM
Previous filing
Feb 28, 2025

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction MAX Class A Common Stock Award $0 +278K +39.82% $0.00 977K Mar 15, 2025 Direct F1, F2
transaction MAX Class A Common Stock Award $0 +26.2K +2.69% $0.00 1M Mar 15, 2025 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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, 2025 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.
F2 Reflects the transfer of 851,760 shares of Class A Common Stock by Mr. Nonko to O.N.E. Holdings, LLC on February 26, 2025.
F3 Consists of additional shares issued to the Reporting Person pursuant to the vesting and settlement of performance-based restricted stock units ("PRSUs") granted to the Reporting Person on 3/15/2024 under the Issuer's Omnibus Incentive Plan, which were initially reported in a Form 4 filed 3/19/2024. Vesting of such PRSUs was based on the achievement of certain financial measures determined by the Issuer's Compensation Committee (the "Committee"), and based on the Committee's determination of actual achievement of such measures, 69,999 Class A common shares were earned and settled under the terms of such PRSUs.

Remarks:

CHIEF TECHNOLOGY OFFICER AND CO-FOUNDER