Insider Trading February 17, 2026 09:43 PM

MediaAlpha General Counsel Sells $36,522 in Stock as Governance Changes Take Effect

Jeffrey B. Coyne disposes of 5,000 shares; company implements bylaw revisions and a director departs amid board transition

By Avery Klein MAX

MediaAlpha Inc.’s General Counsel and Secretary, Jeffrey B. Coyne, reported a sale of 5,000 Class A shares that generated $36,522 in proceeds. The company also recorded the exercise of restricted stock units with subsequent tax withholding, formalized bylaw amendments effective December 10, 2025, and the resignation of director Christopher Delehanty as part of a broader board transition.

MediaAlpha General Counsel Sells $36,522 in Stock as Governance Changes Take Effect
MAX

Key Points

  • Jeffrey B. Coyne sold 5,000 shares of MediaAlpha Class A stock on February 13, 2026, for $36,522 in gross proceeds.
  • Coyne exercised 6,544 Restricted Stock Units on February 15; the units were recorded with a value of $0 and 5,982 shares were withheld for taxes, valued at $66,551 based on $7.17 per share.
  • MediaAlpha approved bylaw amendments effective December 10, 2025, and announced Christopher Delehanty’s resignation as part of a board transition after the company ceased being a controlled company in 2024.

MediaAlpha, Inc. (NASDAQ: MAX) disclosed an insider sale and subsequent equity actions by its General Counsel and Secretary, Jeffrey B. Coyne, in filings with the Securities and Exchange Commission.

According to a Form 4 filed with the SEC, Coyne sold 5,000 shares of Class A Common Stock on February 13, 2026. The transaction was executed at a weighted-average price between $7.24 and $7.40 per share, producing total gross proceeds of $36,522, which equates to an effective price of $7.3045 per share.

Two days later, on February 15, Coyne exercised 6,544 Restricted Stock Units. The filing shows the exercised units had a recorded value of $0. To satisfy tax obligations tied to the exercise, MediaAlpha withheld 5,982 shares. The withholding was valued at $66,551 based on a reference price of $7.17 per share.


Corporate governance updates

Separately, MediaAlpha disclosed a set of bylaw amendments approved by its board of directors that became effective December 10, 2025. The revisions include changes to rules governing stockholder meetings, notably adjustments to the scope of business that may be conducted at such meetings and to the voting standards required to adjourn them. The company also removed a limit on the number of proxies a stockholder may authorize.

In tandem with these procedural changes, MediaAlpha announced the resignation of director Christopher Delehanty. The company characterized his departure as part of a broader board transition that follows its change in status after it ceased to be a controlled company in 2024. MediaAlpha explicitly stated that Mr. Delehanty’s resignation was not the result of any disagreement with the company concerning operations or policies.


These filings and governance adjustments were presented to investors in regulatory disclosures and reflect ongoing changes to MediaAlpha’s board composition and meeting procedures. The SEC Form 4 and the company filing documenting the bylaw amendments together provide the formal record of the insider transaction, the RSU exercise and withholding, and the board-level developments.

Risks

  • Ongoing governance changes introduce uncertainty in board composition and meeting procedures - impacts corporate governance and investor relations.
  • Tax withholding from RSU exercises reduces net issuance to the insider and alters the immediate share count impact from the grant - affects equity compensation accounting and shareholder register statements.
  • Board-level transition timing and procedural bylaw revisions may create short-term questions for shareholders about governance mechanics and voting outcomes at stockholder meetings - affects corporate governance and market perception.

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