Form 4: MediaAlpha Director Sells Shares for Tax Obligations

MediaAlpha Director Eugene Nonko sold 36,300 shares of Class A Common Stock in January 2026 under a pre-arranged 10b5-1 plan to cover tax liabilities from RSU vesting.

Summary

• Eugene Nonko, a Director of MediaAlpha, Inc. (MAX), reported sales of Class A Common Stock.
• The transactions occurred on January 12, 13, and 14, 2026.
• A total of 36,300 shares were sold across these three days.
• The sales were executed pursuant to a Rule 10b5-1 trading plan.
• The purpose of the sales was to cover taxes resulting from the vesting of Restricted Stock Units (RSUs).
• Direct sales totaled 16,200 shares (5,400 shares each day).
• Indirect sales through O.N.E. Holdings, LLC totaled 20,100 shares (6,700 shares each day).
• Weighted-average sale prices ranged from $11.377 to $11.6985 per share.
• Following these transactions, Mr. Nonko beneficially owns 982,048 shares directly and 1,522,620 shares indirectly through O.N.E. Holdings, LLC.

Sentiment

Score: 6

Explanation: The transaction is a routine, pre-planned sale by a director to cover tax obligations from RSU vesting, which is generally viewed as neutral to slightly positive as it's not indicative of a change in confidence in the company's prospects.

Positives

• The sales were conducted under a pre-arranged Rule 10b5-1 trading plan, indicating a planned and routine transaction rather than a discretionary sale based on new information.
• The stated purpose of the sales is to cover tax obligations arising from RSU vesting, which is a common and expected reason for insider sales.

Negatives

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

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future outlook.

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.

Industry Context

This filing reports a routine insider transaction for tax purposes and does not provide information relevant to broader industry trends or competitive landscape.

Stakeholder Impact

• Shareholders: Minimal impact as it's a routine, pre-planned sale for tax purposes, not signaling a change in company fundamentals or director confidence.

Key Dates

Recommendation

The reported sales by Director Eugene Nonko are routine transactions executed under a pre-arranged Rule 10b5-1 trading plan specifically to cover tax liabilities from RSU vesting. This type of insider selling is common and generally not indicative of a change in the director's confidence in the company's future performance or a negative signal for the stock. Therefore, the filing does not provide new information that would warrant a change in investment recommendation.

Keywords

MediaAlpha, MAX, Form 4, insider trading, stock sale, 10b5-1 plan, RSU, director