Keith Cramer - 05 Feb 2025 Form 3 Insider Report for MediaAlpha, Inc. (MAX)

Signature
/s/ Jeffrey B. Coyne
Issuer symbol
MAX
Transactions as of
05 Feb 2025
Net transactions value
$0
Form type
3
Filing time
18 Feb 2025, 17:57:44 UTC
Previous filing
03 Nov 2021
Next filing
18 Feb 2025

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
holding MAX Class B-1 Units of QL Holdings LLC and Class B Common Stock 05 Feb 2025 Class A Common Stock 104,050 $0.000000 Direct F1
holding MAX Restricted Stock Units 05 Feb 2025 Class A Common Stock 26,047 Direct F2, F3
holding MAX Restricted Stock Units 05 Feb 2025 Class A Common Stock 47,729 Direct F4, F5
holding MAX Restricted Stock Units 05 Feb 2025 Class A Common Stock 58,135 Direct F6, F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Pursuant to the Exchange Agreement, dated October 27, 2020, among the Issuer, QL Holdings LLC (QLH), Guilford Holdings, Inc. and the Class B-1 members of QLH, each Class B-1 Unit, together with one share of Class B Common Stock, is exchangeable for one share of Class A Common Stock.
F2 One sixteenth of the RSUs vested on May 15, 2022 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.
F3 Represents RSUs granted under the Issuer's Omnibus Equity Incentive Plan on March 25, 2022.
F4 One sixteenth of the RSUs vested on May 15, 2023 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.
F5 Represents RSUs granted under the Issuer's Omnibus Equity Incentive Plan on March 15, 2023.
F6 One sixteenth of the RSUs vested on May 15, 2024 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.
F7 Represents RSUs granted under the Issuer's Omnibus Equity Incentive Plan on March 15, 2024.

Remarks:

Mr. Cramer was appointed as Chief Revenue Officer of the Company effective February 5, 2025. Exhibit 24 - Power of Attorney