Cramer Keith 4

What Happened
Keith Cramer, Chief Revenue Officer of MediaAlpha (MAX), had vested restricted stock units convert to 9,774 shares on May 15, 2026 (no cash exercise) and disposed of those shares (derivative disposition). On the same day he sold an additional 13,000 shares in an open-market transaction at a weighted-average price of $8.05, generating proceeds of approximately $104,686. The RSU conversions reflect scheduled vesting from prior grants.

Key Details

• Transaction date: May 15, 2026. Form 4 filed May 19, 2026 (timely).
• Conversions/acquisitions: 5,303 and 4,471 shares (total 9,774) converted/issued at $0.00 (from RSU vesting).
• Dispositions: 9,774 shares listed as derivative dispositions at $0.00 (related to the RSU conversion/settlement); plus an open-market sale of 13,000 shares at a weighted-average price of $8.05 for total proceeds of ~$104,686. Reported trade prices ranged from $7.95 to $8.195; per-price breakdown available on request.
• Footnotes: Sales were made under a pre-existing Rule 10b5-1 trading plan primarily to cover taxes from RSU vesting. The RSUs originated from grants on March 15, 2023 and March 15, 2024 with the noted vesting schedule (one-sixteenth vested May 15 of prior years; remainder vests quarterly subject to continued employment).
• Shares owned after the transactions are not specified in the provided excerpt of the filing.

Context
These transactions look routine: vested RSUs converted into shares (no cash exercise) and shares sold under a 10b5-1 plan primarily to cover tax obligations. Such tax-covering sales are common and do not necessarily indicate a change in the insider’s view of the company.