Form 4: MediaAlpha CEO Sells Shares Under Pre-Arranged Tax Plan

MediaAlpha CEO Steven Yi executed sales of 24,000 Class A Common Stock shares in late November 2025, as part of a Rule 10b5-1 plan to cover tax obligations from RSU vesting.

Summary

• Steven Yi, the Chief Executive Officer, President, and Co-Founder of MediaAlpha, Inc. (MAX), reported sales of Class A Common Stock.
• A total of 24,000 shares were sold over three separate transactions from November 24 to November 26, 2025.
• The sales were conducted under a pre-arranged Rule 10b5-1 trading plan.
• The stated purpose of these sales was to cover tax liabilities arising from the vesting of Restricted Stock Units (RSUs).
• Following these transactions, Steven Yi beneficially owns 2,951,330 shares of Class A Common Stock.

Sentiment

Score: 5

Explanation: The filing reports a routine, pre-planned insider stock sale for tax purposes, which is a neutral event for the company's operational or financial performance.

Positives

• Sales were executed under a Rule 10b5-1 trading plan, indicating pre-planned transactions and adherence to insider trading regulations.

Negatives

• Insider selling, even for tax purposes, reduces the executive's direct equity stake in the company.

Future Outlook

The filing does not contain any forward-looking statements or guidance regarding the company's future performance or strategic direction.

Management Comments

• The sales were effected pursuant to a Rule 10b5-1 trading plan previously adopted by the Reporting Person to cover taxes resulting from the vesting of RSUs.

Industry Context

Insider transactions, particularly those executed under Rule 10b5-1 plans for tax purposes related to RSU vesting, are a common occurrence across publicly traded companies. These types of sales are generally considered routine and do not typically signal a change in management's long-term outlook for the company, unlike discretionary sales.

Comparison to Industry Standards

• The reported sales by MediaAlpha's CEO are consistent with standard executive compensation practices where Restricted Stock Units (RSUs) vest, triggering tax obligations that are often met through pre-arranged stock sales.
• This practice is widely observed among executives in technology and media companies, such as those at Google (GOOGL), Meta Platforms (META), or Salesforce (CRM), who frequently utilize 10b5-1 plans to manage liquidity and tax liabilities from equity awards.
• The volume of shares sold (24,000) relative to the executive's remaining beneficial ownership (2,951,330 shares) is not unusually large, aligning with typical tax-related sales rather than a significant reduction in stake.

Stakeholder Impact

• Shareholders: The reduction in the CEO's direct equity stake is minor and for a routine tax purpose, unlikely to significantly impact shareholder confidence.
• Employees: No direct impact on employees is indicated by this filing.

Key Dates

Recommendation

The reported insider sales by MediaAlpha's CEO are routine transactions executed under a Rule 10b5-1 plan specifically to cover tax liabilities from RSU vesting. This type of transaction does not reflect a change in the company's fundamentals or the executive's confidence in the long-term prospects of the business. Therefore, this filing alone does not warrant a change in investment recommendation, and a 'hold' stance is maintained based on the neutral nature of this specific disclosure.

Keywords

MediaAlpha, MAX, insider trading, Form 4, stock sale, 10b5-1 plan, CEO, Steven Yi, RSU vesting