MediaAlpha, Inc.·4

Mar 17, 9:15 PM ET

Thompson Patrick Ryan 4

4 · MediaAlpha, Inc. · Filed Mar 17, 2026

Research Summary

AI-generated summary of this filing

Updated

MediaAlpha (MAX) Insider Patrick Ryan Receives 338,950 RSU Award

What Happened

  • Patrick Ryan (reporting person / insider) was granted a total of 338,950 equity awards on March 15, 2026: 254,200 restricted stock units (RSUs) and 84,750 performance-based RSUs (PRSUs). The awards were reported as acquisitions at $0.00 (no cash paid). These are grants, not open-market purchases or sales.

Key Details

  • Transaction date: March 15, 2026; Form 4 filed March 17, 2026 (filed within the typical 2-business-day window).
  • Award amounts and reported value: 254,200 RSUs @ $0.00; 84,750 PRSUs (derivative) @ $0.00 — total 338,950 units.
  • Shares owned after transaction: not specified in this filing.
  • Vesting and performance notes:
    • RSUs (254,200): one-sixteenth vests May 15, 2026, then quarterly vesting over the following four years, subject to continued employment.
    • PRSUs (84,750): performance measured separately for fiscal 2026–2028; one-third of the PRSUs tied to each fiscal year with threshold/target/max resulting in 50%/100%/200% of target vesting for that year. Any PRSUs earned for a performance period remain subject to continued service-based vesting through the end of the three-year period. If approved by the Compensation Committee as earned, PRSUs will settle on March 15, 2029.
  • No indication of a 10b5-1 plan, tax withholding sale, or late filing in this report.

Context

  • These grants are compensation awards: RSUs convert to shares only upon vesting; PRSUs convert only if performance goals are met and service conditions satisfied. Such awards are common executive compensation and do not represent a personal cash purchase or sale. If/when RSUs/PRSUs vest and settle, they may result in share issuance (dilution) and potential insider sales later, but this filing only reports the grant.

Insider Transaction Report

Form 4
Period: 2026-03-15
Transactions
  • Award

    Class A Common Stock

    [F1]
    2026-03-15+254,2001,124,630 total
  • Award

    Performance Restricted Stock Units (2026 PRSUs)

    [F2][F3][F4]
    2026-03-15+84,75084,750 total
    Class A Common Stock (84,750 underlying)
Footnotes (4)
  • [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, 2026 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]Represents Performance Based Restricted Stock Units (PRSUs) granted to the Reporting Person on March 15, 2026, pursuant to the Issuer's Omnibus Equity Incentive Plan. Each PRSU represents a contingent right to receive shares of Issuer's Class A Common Stock.
  • [F3]The PRSUs will be earned subject to achievement of Adjusted EBITDA goals for fiscal 2026, fiscal 2027, and fiscal 2028, with each fiscal year measured separately for purposes of determining PRSU vesting. One-third of the PRSU grants are tied to Adjusted EBITDA performance against pre-established threshold, target, and maximum Adjusted EBITDA goals for each fiscal year, corresponding to vesting of 50%, 100% and 200% of the target shares, respectively. Following the completion of each performance period, any earned PRSUs for that performance period will remain subject to continued service-based vesting through the end of the three-year period."
  • [F4]If PRSUs become eligible to vest after approval from the Compensation Committee of the Board of Directors of the Issuer on the achievement of the performance measures, the eligible units will settle on March 15, 2029.
Signature
/s/ Jeffrey B. Coyne|2026-03-17

Documents

1 file
  • 4
    wk-form4_1773796530.xmlPrimary

    FORM 4