Form 4: MediaAlpha CEO Sells Shares Under 10b5-1 Plan

MediaAlpha CEO Steven Yi sold 20,000 shares of Class A Common Stock over three days in early February 2026, primarily to cover tax obligations from RSU vesting.

Summary

• Steven Yi, CEO, President, and Co-Founder of MediaAlpha, Inc. (MAX), reported sales of Class A Common Stock.
• A total of 20,000 shares were sold across three separate transactions between February 2, 2026, and February 4, 2026.
• The sales were executed pursuant to a Rule 10b5-1 trading plan, primarily to cover taxes resulting from the vesting of Restricted Stock Units (RSUs).
• On February 2, 2026, 8,000 shares were sold at a weighted-average price of $10.3192 per share.
• On February 3, 2026, another 8,000 shares were sold at a weighted-average price of $10.0411 per share.
• On February 4, 2026, 4,000 shares were sold at a weighted-average price of $8.9372 per share.
• Following these transactions, Steven Yi beneficially owns 2,715,330 shares of Class A Common Stock.

Sentiment

Score: 4

Explanation: StockSavvy.ai views this as slightly negative due to the reduction in CEO's direct equity stake and the declining share price during the sales, although the pre-planned, tax-related nature of the sales mitigates more severe concerns.

Positives

• The sales were conducted under a pre-established Rule 10b5-1 trading plan, indicating a systematic and pre-planned approach to stock disposition rather than opportunistic selling.
• The primary reason for the sales was to cover tax obligations arising from RSU vesting, a common and expected practice for executives receiving equity compensation.

Negatives

• The transactions represent a reduction in the direct equity ownership of a key executive (CEO, President, Co-Founder) in MediaAlpha, Inc.
• The average sale price for the shares declined over the three-day period, from $10.3192 on February 2, 2026, to $8.9372 on February 4, 2026, which could be perceived negatively by investors.

Risks

• A reduction in insider ownership, even for tax purposes, can sometimes be interpreted by the market as a lack of confidence, potentially impacting investor sentiment.
• The declining share price during the period of sales could indicate broader market or company-specific pressures.

Future Outlook

This filing does not contain any forward-looking statements or guidance regarding the company's future performance or outlook.

Management Comments

• The sales reported 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.

Industry Context

StockSavvy.ai notes that the use of Rule 10b5-1 trading plans by executives is a standard practice in the industry. These plans allow insiders to sell a predetermined number of shares at a predetermined time or price, providing an affirmative defense against insider trading allegations and often used to manage liquidity or cover tax liabilities from equity compensation, such as RSU vesting.

Stakeholder Impact

• Shareholders may perceive the reduction in CEO's direct ownership as a slight negative signal, despite the tax-related reason.
• The transparency provided by the 10b5-1 plan helps maintain trust with investors by demonstrating pre-planned, non-opportunistic selling.

Key Dates

Recommendation

The recommendation is 'hold' because while insider selling by a CEO can be a negative signal, these sales were pre-planned under a Rule 10b5-1 plan and primarily for tax purposes related to RSU vesting. This suggests the sales are not indicative of a change in the CEO's fundamental outlook on the company, but rather a routine financial management activity. However, the declining price during the sales and the reduction in insider ownership prevent a 'buy' recommendation.

Keywords

MediaAlpha, MAX, Steven Yi, Insider Trading, Form 4, Stock Sale, 10b5-1 Plan, RSU Vesting, CEO, Equity Compensation