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

MediaAlpha's General Counsel, Jeffrey B. Coyne, reported the vesting of Restricted Stock Units and subsequent sale of shares to cover tax withholding obligations.

Summary

• Jeffrey B. Coyne, General Counsel and Secretary of MediaAlpha, Inc. (MAX), reported multiple transactions on August 15, 2025.
• Coyne acquired a total of 7,054 Class A Common Stock shares (510 + 6,544) through the vesting of Restricted Stock Units (RSUs) at a price of $0 per share.
• Concurrently, Coyne disposed of a total of 13,506 Class A Common Stock shares (205 + 2,613 + 2,921 + 2,543 + 5,224) at a price of $10.14 per share.
• These dispositions represent shares automatically withheld by MediaAlpha to cover required tax withholding obligations due at the settlement of RSUs.
• Following these transactions, Coyne's direct beneficial ownership of Class A Common Stock stands at 453,502 shares.
• Coyne also holds 13,088 unvested Restricted Stock Units granted on March 15, 2022, which will continue to vest quarterly over the next four years.

Sentiment

Score: 6

Explanation: The filing reflects routine executive compensation activities (vesting and tax-related sales). While there's a disposition of shares, it's for tax purposes, which is expected. The continued vesting schedule indicates ongoing executive alignment.

Positives

• The vesting of Restricted Stock Units indicates continued equity compensation for a key executive, aligning management's interests with shareholders.
• The acquisition of 7,054 Class A Common Stock shares at a $0 cost basis reflects the successful vesting of previously granted equity awards.

Negatives

• A total of 13,506 Class A Common Stock shares were disposed of to cover tax withholding obligations, reducing the executive's direct shareholding.

Future Outlook

The remaining unvested Restricted Stock Units (13,088 shares) granted on March 15, 2022, are scheduled to vest quarterly over the next four years, subject to continued employment.

Industry Context

This filing represents a routine insider transaction related to executive compensation, common across publicly traded companies where equity awards are a standard component of remuneration. It does not provide specific insights into broader industry trends or competitive dynamics.

Stakeholder Impact

• Shareholders: The vesting and tax-related sales are a standard part of executive compensation and do not indicate a significant change in company strategy or financial health. The reduction in direct ownership due to tax withholding is a common occurrence.
• Employees: The continued vesting schedule for the General Counsel's equity awards reinforces the company's commitment to long-term incentive plans for its executives.

Next Steps

• Remaining Restricted Stock Units granted on March 15, 2022, will continue to vest quarterly over the following four years, subject to continued employment.

Key Dates

Keywords

MediaAlpha, MAX, SEC Form 4, Insider Trading, Restricted Stock Units, RSU Vesting, Tax Withholding, Executive Compensation, Share Ownership, Corporate Governance