Form 4 for MAX MediaAlpha, Inc.

Accepted 2025-03-18 00:00:00 ET · period of report 2025-03-15 · accession 0001818383-25-000036 · SEC index · Original document

Summary rows

Aggregated the way they appear in lists: one row per insider, transaction code and security table.

X	Filed	Traded	Ticker	Insider	Title	Type	Price	Qty	Owned	ΔOwn	Value
M	2025-03-18	2025-03-15	MAX	Nonko Eugene	See Remarks, Dir	A - Grant	$0.00	+304.4K	1.00M	+44%	$0

Purchase Sale Sale after option exercise All abbreviations

#	Table	Security	Date	Code	A/D	Shares	Price	Owned after	Own	Exercise / expiry	Underlying	Footnotes
1	Common	Class A Common Stock	2025-03-15	A	A	278,150	$0.00	976,618	D	—	—	(F1) Consists of restricted stock units ("RSUs") granted to the Reporting Person under the Issuer's Omnibus Incentive Plan. Each RSU represents a contingent right to receive one share of Class A Common Stock upon vesting. One sixteenth of the RSUs will vest on May 15, 2025 and the remainder will vest quarterly over the following four years, in each case subject to continued employment with the Issuer through each vesting date. (F2) Reflects the transfer of 851,760 shares of Class A Common Stock by Mr. Nonko to O.N.E. Holdings, LLC on February 26, 2025.
2	Common	Class A Common Stock	2025-03-15	A	A	26,249	$0.00	1,002,867	D	—	—	(F3) Consists of additional shares issued to the Reporting Person pursuant to the vesting and settlement of performance-based restricted stock units ("PRSUs") granted to the Reporting Person on 3/15/2024 under the Issuer's Omnibus Incentive Plan, which were initially reported in a Form 4 filed 3/19/2024. Vesting of such PRSUs was based on the achievement of certain financial measures determined by the Issuer's Compensation Committee (the "Committee"), and based on the Committee's determination of actual achievement of such measures, 69,999 Class A common shares were earned and settled under the terms of such PRSUs.