MediaAlpha, Inc. (MAX) SEC Filings & Earnings Calls

Pro rata distribution from QLH to members may raise governance concerns.

“QLH (a partnership subsidiary of the Company) made a pro rata distribution to its members, which included certain directors and executive officers of the Company.” · word for word

CFO transition could cause temporary operational disruption

“Pat Thompson will step down as CFO, effective October 1, 2026; Tigran Sinanyan to succeed”

Insider selling pressure

“Between February 27, 2025 and August 26, 2026, Mr. Nonko sold an aggregate of 1,265,428 shares of Class A Common Stock in the following open market transactions” · word for word

Insider selling pressure

“Between February 27, 2025 and August 26, 2026, Mr. Nonko sold an aggregate of 1,265,428 shares of Class A Common Stock in the following open market transactions” · word for word

Gross margin compression due to mix shift or cost pressures.

“Gross margin declined from 15.0% to 14.3% YoY”

Health vertical remains negligible at ~1% of revenue, limiting diversification.

“Health insurance vertical to account for approximately 1% of revenue” · word for word

Health Insurance Vertical Decline

“The decrease in health insurance revenue for the three months ended June 30, 2026, compared with the three months ended June 30, 2025, was driven primarily by our actions to scale back the under-65 Health sub-vertical. Additionally, revenue from the Medicare sub-vertical declined due to industry-wide headwinds resulting from increases in the Medical Loss Rat” · word for word

FTC Matter Legal Exposure

“Legal expenses for the three and six months ended June 30, 2025, consist of increases of $33.0 million and $38.0 million, respectively, to the loss reserve established in connection with the FTC Matter and legal fees and costs incurred in connection with such matter.” · word for word

Remaining TRA liability still $55M, and transaction funded partly by borrowings under revolving credit facility.

“Company funded such payment from its subsidiaries' cash on hand and borrowings under its secured revolving credit facility.”

No new risks.

Gross margin compression due to mix shift or cost pressures.

“Gross margin declined from 15.8% to 15.1% YoY”

Health vertical remains negligible at ~1% of revenue, limiting diversification.

“Health insurance vertical to account for approximately 1% of revenue” · word for word

Health Insurance Vertical Decline

“The decrease in health insurance revenue for the three months ended March 31, 2026, compared with the three months ended March 31, 2025, was due primarily to our actions to scale back the under-65 Health sub-vertical and address concerns raised by the FTC. Additionally, revenue from the Medicare sub-vertical declined due to industry-wide headwinds resulting ” · word for word

FTC Matter Legal Exposure

“Legal expenses for the three months ended March 31, 2025, consist of an increase of $5.0 million to the loss reserve established in connection with the FTC Matter and legal fees and costs incurred in connection with such matter.” · word for word

Increased debt load with $150M term loan, though extended maturity reduces near-term refinancing risk.

“new five-year senior secured term loan facility in an aggregate principal amount of $150 million” · word for word

FTC consent order impact on under-65 health business

“The FTC Matter has had, and may continue to have, a material adverse effect on our under-65 health business.” · word for word

Regulatory changes in Medicare marketing

“Medicare providers and their brokers and marketing partners are subject to the regulations governing the marketing and sale of Medicare Advantage and Medicare Supplement plans, which are administered by the Centers for Medicare and Medicaid Services ("CMS"), have materially changed the rules regarding how such policies are marketed, and may materially restri” · word for word

Customer concentration risk

“No specific customer concentration data is provided, but the business model relies on a limited number of large insurance carriers.”

Health vertical continues to decline sharply, down 40% YoY in Q4 and expected to decline ~50% in Q1 2026.

“Transaction Value from Health of $54 million, a decrease of 40% year over year; Q1 2026 guidance: Health TV decline ~50% YoY” · word for word

FTC Consent Order Compliance and Monetary Relief

“Under the terms of the Consent Order, which includes no admission or denial of wrongdoing or to the FTC’s allegations, the Company has agreed to pay $45.0 million as monetary relief.” · word for word

Health Insurance Vertical Decline

“The decrease in health insurance revenue for the three months ended September 30, 2025, compared with the three months ended September 30, 2024, was due primarily to our actions to scale back the under-65 Health sub-vertical and address concerns raised by the FTC.” · word for word

Debt Maturity and Refinancing Risk

“The remaining lenders, representing $13.3 million and $0.4 million of the principal amount outstanding under the 2021 Term Loan Facility and the 2021 Revolving Credit Facility, respectively, as of that date, will mature on July 29, 2026.” · word for word

Health vertical continues to decline sharply, down 40% YoY in Q3 and expected to decline ~45% in Q4.

“Transaction Value from Health down 40% year over year to $33 million; Q4 guidance: Health TV decline ~45% YoY” · word for word