MediaAlpha Inc.

07/10/2025 | Press release | Distributed by Public on 07/10/2025 17:06

Initial Statement of Beneficial Ownership (Form 3)

FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Yeh Kuanling Amy
2. Date of Event Requiring Statement (Month/Day/Year)
06/30/2025
3. Issuer Name and Ticker or Trading Symbol
MediaAlpha, Inc. [MAX]
(Last) (First) (Middle)
C/O MEDIAALPHA, INC., 700 SOUTH FLOWER STREET, SUITE 640
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
See Remarks
5. If Amendment, Date Original Filed (Month/Day/Year)
(Street)
LOS ANGELES, CA 90017
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Class A Common Stock 390,031(1) D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Class B-1 Units of QL Holdings LLC and Class B Common Stock (2) (2) Class A Common Stock 151,913 $0 D
Restricted Stock Units (3) (3) Class A Common Stock 15,629 (4) D
Restricted Stock Units (5) (5) Class A Common Stock 37,122 (6) D
Restricted Stock Units (7) (7) Class A Common Stock 52,835 (8) D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Yeh Kuanling Amy
C/O MEDIAALPHA, INC.
700 SOUTH FLOWER STREET, SUITE 640
LOS ANGELES, CA 90017
See Remarks

Signatures

/s/ Jeffrey B. Coyne 07/10/2025
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Includes 170,672 unvested 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 vested 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.
(2) 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.
(3) 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.
(4) Represents RSUs granted under the Issuer's Omnibus Equity Incentive Plan on March 25, 2022.
(5) 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.
(6) Represents RSUs granted under the Issuer's Omnibus Equity Incentive Plan on March 15, 2023.
(7) 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.
(8) Represents RSUs granted under the Issuer's Omnibus Equity Incentive Plan on March 15, 2024.

Remarks:
Ms. Yeh was appointed as Chief Technology Officer of the Company effective June 30, 2025. Exhibit 24 - Power of Attorney
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