Form 4: MediaAlpha GC Vests RSUs, Sells Shares for Tax

MediaAlpha's General Counsel, Jeffrey B. Coyne, reported the vesting of 6,544 restricted stock units and the subsequent sale of 13,263 shares to cover tax obligations.

Summary

• Jeffrey B. Coyne, General Counsel and Secretary of MediaAlpha, Inc. (MAX), reported transactions on November 15, 2025.
• Coyne acquired 6,544 shares of Class A Common Stock upon the vesting of Restricted Stock Units (RSUs) at a price of $0.
• Concurrently, Coyne disposed of a total of 13,263 shares of Class A Common Stock (2,576 + 2,921 + 2,542 + 5,224) at a price of $12.42 per share to satisfy tax withholding obligations related to the RSU settlement.
• Following these transactions, Coyne beneficially owns 446,783 shares of Class A Common Stock.
• The RSUs were granted under the Issuer's Omnibus Equity Incentive Plan on March 15, 2022, with a vesting schedule that began on May 15, 2022, and continues quarterly over four years.

Sentiment

Score: 6

Explanation: The filing reports routine RSU vesting and tax-related share sales by an insider. While the sale reduces direct ownership, it's for a standard purpose and the vesting aligns executive interests with shareholders, indicating stability in compensation structure.

Positives

• An executive is receiving equity compensation, aligning management interests with shareholders.
• The vesting of RSUs indicates continued employment and retention of key personnel.

Negatives

• A significant number of shares (13,263) were sold, albeit for tax purposes, which represents a reduction in direct insider ownership.

Future Outlook

The remainder of the Restricted Stock Units will vest quarterly over the following four years, subject to continued employment with the Issuer through each vesting date.

Stakeholder Impact

• Shareholders: The vesting and subsequent tax-related sale of shares by a key executive provides transparency into insider holdings and compensation practices. The net effect on outstanding shares is minimal from the tax sales, but the vesting increases shares outstanding.
• Employees: The continued vesting schedule for RSUs indicates a structured equity compensation plan designed to retain key talent.

Next Steps

• Remaining Restricted Stock Units will continue to vest quarterly over the next four years, subject to continued employment.

Key Dates

Recommendation

This Form 4 filing details routine insider transactions related to equity compensation. The vesting of Restricted Stock Units and subsequent sale of shares to cover tax obligations are standard events and do not indicate a change in the company's fundamental outlook or the executive's confidence. Therefore, it provides no new information to alter an existing investment thesis, warranting a 'hold' recommendation.

Keywords

MediaAlpha, MAX, Form 4, Insider Transaction, Restricted Stock Units, RSU Vesting, Equity Compensation, Jeffrey B. Coyne, General Counsel, Share Sale, Tax Withholding