Form 4: MediaAlpha Director Converts RSUs to Class A Stock

MediaAlpha Director Eugene Nonko converted 18,294 Restricted Stock Units into Class A Common Stock on November 15, 2025, increasing his direct beneficial ownership.

Summary

• Eugene Nonko, a Director of MediaAlpha, Inc. (MAX), acquired 18,294 shares of Class A Common Stock through the conversion of Restricted Stock Units (RSUs).
• The transaction occurred on November 15, 2025, with a deemed acquisition price of $0 per share, indicating a vesting event.
• Following this transaction, Mr. Nonko directly beneficially owns 1,127,848 shares of Class A Common Stock.
• Each RSU represents a contingent right to receive one share of Class A Common Stock, or cash of equivalent value at the Compensation Committee's option.
• One sixteenth of Mr. Nonko's RSUs vested on May 15, 2022, with the remaining units scheduled to vest in equal quarterly installments through February 15, 2026, contingent on his continued employment.

Sentiment

Score: 6

Explanation: The sentiment is slightly positive. While a routine event, the conversion of RSUs into common stock increases a director's direct beneficial ownership, aligning their interests with shareholders. It also confirms continued employment, which is a positive signal for leadership stability.

Positives

• The conversion of Restricted Stock Units into common stock increases the director's direct beneficial ownership, aligning his interests further with shareholders.
• The vesting of RSUs indicates continued employment of a key director, suggesting stability in leadership.

Negatives

• No direct negatives are apparent from this routine insider transaction report.

Risks

• Future vesting of remaining Restricted Stock Units is subject to continued employment with MediaAlpha, Inc.

Future Outlook

The remaining Restricted Stock Units are scheduled to vest in equal quarterly installments through February 15, 2026, contingent upon the director's continued employment with MediaAlpha, Inc. This indicates a planned future issuance of Class A Common Stock.

Industry Context

This Form 4 filing is a routine disclosure of an insider transaction, specifically the vesting and conversion of equity compensation. Such events are common across all industries for publicly traded companies, reflecting standard executive compensation practices and insider ownership changes.

Stakeholder Impact

• Shareholders: Increased direct ownership by a director may be viewed positively as it aligns management interests with shareholder value. Future vesting could lead to minor dilution as new shares are issued.
• Employees: The continued vesting schedule for a director's equity compensation reinforces the company's standard compensation practices.

Next Steps

• Remaining Restricted Stock Units will continue to vest in equal quarterly installments through February 15, 2026, subject to continued employment.

Key Dates

Keywords

MediaAlpha, MAX, Form 4, Insider Transaction, Restricted Stock Units, RSU Conversion, Director, Beneficial Ownership, Equity Compensation