Form Type: 4

SEC EDGAR Link
Accession Number:0001818383-21-000065
Date:2021-07-30
Issuer: MEDIAALPHA, INC. (MAX)
Original Submission Date:

Reporting Person:

YEH KUANLING AMY
C/O MEDIAALPHA, INC.
700 SOUTH FLOWER STREET, SUITE 640 LOS ANGELES, CA 90017

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
CLASS A COMMON STOCK 2021-07-30 M 15,315 a $0.00 28,245 direct
CLASS A COMMON STOCK 2021-08-02 M 9,000 a $0.00 37,245 direct
CLASS A COMMON STOCK 2021-08-02 S 7,700 d $32.71 29,545 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
RESTRICTED STOCK UNITS 0.0 2021-07-30 deemed execution date M 15,315 (d) class a common stock 15,315 $0.00 137,833 direct
CLASS B-1 UNITS OF QL HOLDINGS LLC AND CLASS B COMMON STOCK 0.0 2021-08-02 deemed execution date M 9,000 (d) class a common stock 9,000 $0.00 160,913 direct
Footnotes
IDfootnote
f1 one share of class a common stock was issued upon the vesting of each restricted stock unit ("rsu").
f2 on august 2, 2021, the reporting person exchanged 9,000 class b-1 units of ql holdings llc (the "class b-1 units"), along with 9,000 shares of class b common stock (the "class b common stock") for shares of class a common stock on a one-for-one basis.
f3 the sales reported on this form 4 were effected pursuant to a rule 10b5-1 trading plan previously adopted by the reporting person.
f4 reflects the weighted-average sale price for shares sold in multiple transactions at prices ranging from $32.31 to $33.31 per share. the reporting person undertakes to provide upon request by the securities and exchange commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
f5 each rsu represents a contingent right to receive one share of class a common stock, or at the option of the compensation committee, cash of equivalent value.
f6 on october 30, 2020, the reporting person was granted 183,777 rsus, which have vested or will vest quarterly over the first three years following the date of grant, subject to continued employment with the issuer through each vesting date.
f7 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, subject to vesting conditions set forth in separate agreements.
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