MediaAlpha, Inc 8-K, filed Nov 12, 2026
MediaAlpha, Inc. (MAX)
8-K
2026-11-12
For: 2026-11-11
View Original
Added on
November 13, 2026
About this 8-K
MediaAlpha, Inc filed this 8-K on November 12, 2026, reporting on events of November 11, 2026.
MediaAlpha, Inc. repurchased 1,130,000 Class A common shares from WM Hinson (Bermuda) Ltd., an affiliate of White Mountains Insurance Group, Ltd., at $14.15 per share for approximately $16.0 million; the repurchase closed November 12, 2026, and the shares will be canceled and retired. AI summary
Items reported
- Item 1.01: Entered into a material agreement
- Item 7.01: Regulation FD disclosure
- Item 9.01: Financial statements and exhibits
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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FORM 8-K
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CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): November 11, 2026
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(Exact Name of Registrant as Specified in Its Charter)
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(State or other jurisdiction of incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||
| (Address of Principal Executive Offices) | (Zip Code) | ||||
(213 ) 316-6256
(Registrant’s telephone number, including area code)
(Not Applicable)
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): | |||||
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o | |||||
Item 1.01 Entry into a Material Definitive Agreement.
On November 11, 2026, MediaAlpha, Inc. (the “Company”) entered into an agreement with WM Hinson (Bermuda) Ltd., an affiliate of White Mountains Insurance Group, Ltd. (“WTM”) whereby the Company agreed to repurchase 1,130,000 shares of its Class A common stock, par value $0.01 per share, from WTM in a private transaction at a price of $14.15 per share, for an aggregate purchase price of approximately $16.0 million (the “Share Repurchase”). The Share Repurchase closed on November 12, 2026. The Company’s Board of Directors, which is comprised of independent and disinterested directors not affiliated with WTM, approved the Share Repurchase, including in accordance with the Company’s Policy and Procedures Governing Related Person Transactions. The Company funded such payment from its subsidiaries’ cash balances and borrowings under its secured revolving credit facility.
Item 7.01 Regulation FD Disclosure
On November 12, 2026, the Company issued a press release related to the matter described above. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
ITEM 9.01 – Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. | Description | ||||
99.1 | |||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). | ||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| MediaAlpha, Inc. | |||||||||||
| Date: November 12, 2026 | By: | /s/ Jeffrey B. Coyne | |||||||||
| Name: | Jeffrey B. Coyne | ||||||||||
| Title: | General Counsel & Secretary | ||||||||||
Exhibit 99.1
MediaAlpha Announces $16 Million Private Stock Repurchase
Los Angeles, CA (November 12, 2026) – MediaAlpha, Inc. (NYSE: MAX), the insurance industry’s leading programmatic customer acquisition platform, today announced that it has repurchased 1.13 million shares of its Class A common stock from an affiliate of White Mountains Insurance Group, Ltd. (NYSE: WTM) for approximately $16.0 million. MediaAlpha bought the shares in a privately negotiated transaction at $14.15 per share, a discount of approximately 5.5% to the closing price of its Class A common stock on November 11, 2026. The repurchased shares will be canceled and retired.
“We opportunistically repurchased a significant number of shares at a discount to the market price because we are confident in MediaAlpha’s strategy, execution, and multi-year growth prospects,” said Tigran Sinanyan, Chief Financial Officer of MediaAlpha. “Including this transaction, we have repurchased $131 million of our stock since July 2025, or approximately 18% of our shares outstanding at that time, and we expect stock repurchases to be a part of our capital allocation strategy for the foreseeable future.”
White Mountains, MediaAlpha’s largest stockholder, has been an investor since 2014. Following the transaction, White Mountains owned approximately 11.3 million shares of MediaAlpha’s Class A common stock, representing approximately 19% of its total outstanding shares.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements about MediaAlpha’s confidence in its strategy, execution and multi-year growth prospects, and its expectations regarding cash flow generation, continued investment, and returning capital to shareholders. These forward-looking statements reflect MediaAlpha’s current expectations with respect to, among other things, future events and our financial performance, expectations about our industry, and management’s beliefs and certain assumptions made by management, which, by their nature, are inherently uncertain. These factors are subject to risks and uncertainties that could cause actual results to differ materially, including those more fully described in MediaAlpha’s filings with the Securities and Exchange Commission, including under “Risk Factors” in MediaAlpha’s Annual Report on Form 10-K for the year ended December 31, 2025 and its subsequent Quarterly Reports on Form 10-Q. These factors should not be construed as exhaustive. MediaAlpha undertakes no obligation to update any forward-looking statement, except as required by law.
About MediaAlpha
We believe we are the insurance industry’s leading programmatic customer acquisition platform. With more than 1,150 active partners, in addition to our agent partners, we connect insurance carriers with online shoppers and generated over 141 million Consumer Referrals in 2025. Our programmatic advertising technology powered $2.2 billion in spend in 2025 on brand,
Exhibit 99.1
comparison, and metasearch sites across property & casualty insurance, health insurance, life insurance, and other industries. For more information, please visit www.mediaalpha.com.
Investor Contact
Investors@mediaalpha.com
Investors@mediaalpha.com