Form 4: MediaAlpha CRO Sells Shares for Tax Obligations

MediaAlpha's Chief Revenue Officer, Keith Cramer, sold 10,000 shares of Class A Common Stock at an average price of $12.8304 to cover tax liabilities from RSU vesting.

Summary

• Keith Cramer, Chief Revenue Officer of MediaAlpha, Inc. (MAX), reported a sale of company stock.
• On December 15, 2025, Cramer sold 10,000 shares of Class A Common Stock.
• The shares were sold at a weighted-average price of $12.8304 per share, with individual transaction prices ranging from $12.74 to $12.975.
• Following this transaction, Cramer beneficially owns 187,169 shares of Class A Common Stock.
• The sale was executed under a Rule 10b5-1 trading plan, specifically to cover tax obligations arising from the vesting of Restricted Stock Units (RSUs).

Sentiment

Score: 6

Explanation: The transaction is a routine insider sale for tax purposes under a 10b5-1 plan, which is generally neutral to slightly positive as it indicates planned, rather than opportunistic, selling. The reduction in direct ownership is a minor negative, but the reason is common and expected.

Positives

• The sale was pre-planned under a Rule 10b5-1 trading plan, indicating a structured approach to managing equity and tax liabilities rather than an opportunistic sale.
• The sale was explicitly stated to cover taxes from RSU vesting, which is a common and expected reason for insider sales and generally not viewed as a negative signal regarding company performance.

Negatives

• An insider sale, even for tax purposes, reduces the direct equity stake of a key executive in the company.

Future Outlook

No specific future outlook or guidance is provided in this Form 4 filing, as it pertains solely to an insider transaction.

Management Comments

• The sales reported on this Form 4 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.
• Reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $12.74 to $12.975 per share.

Industry Context

This filing details a routine insider transaction for tax purposes and does not provide specific insights into broader industry trends or competitive dynamics for MediaAlpha, Inc.

Stakeholder Impact

• Shareholders: A minor reduction in insider ownership, but the stated reason (tax obligations from RSU vesting) is common and generally not viewed negatively by the market.

Key Dates

Recommendation

This Form 4 filing details a routine insider sale by MediaAlpha's Chief Revenue Officer, Keith Cramer, executed under a pre-arranged Rule 10b5-1 plan to cover tax obligations from RSU vesting. Such transactions are common and generally do not signal a change in management's outlook or the company's fundamentals. While it reduces insider ownership, the reason is transparent and expected. Therefore, this filing alone does not warrant a change in investment thesis, and a 'hold' recommendation remains appropriate based solely on this information.

Keywords

MediaAlpha, MAX, Insider Trading, Form 4, Stock Sale, Keith Cramer, Chief Revenue Officer, 10b5-1 Plan, RSU Vesting, Equity Compensation