MediaAlpha Inc-A 2024年度报告

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549________________________ (MarkOne) xANNUAL REPORT PURSUANT TO SECTION13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the fiscal year endedDecember 31, 2024OR TRANSITION REPORT PURSUANT TO SECTION13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934FOR THE TRANSITION PERIOD FROMTO Commission File Number001-39671________________________ MediaAlpha, Inc.(Exact name of Registrant as specified in its Charter) ________________________ 700 South Flower Street,Suite 640Los Angeles,California90017(Address of principal executive offices, including zip code)(213)316-6256(Registrant’s telephone number, including area code)________________________ Securities registered pursuant to Section12(b) of the Act: Class A Common Stock, $0.01 par value per share Securities registered pursuant to Section12(g) of the Act:None Indicate by check mark if the Registrant is a well-known seasoned issuer, as defined in Rule405 of the Securities Act.Yes☐No☒ Indicate by check mark whether the Registrant: (1)has filed all reports required to be filed by Section13 or 15(d) of the Securities Exchange Act of 1934 during thepreceding 12months (or for such shorter period that the Registrant was required to file such reports), and (2)has been subject to such filing requirements for the past90days.Yes☒No☐ Indicate by check mark whether the Registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule405 of RegulationS-T(§232.405 of this chapter) during the preceding 12months (or for such shorter period that the Registrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growthcompany. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of theExchange Act. Large accelerated fileroNon-accelerated fileroEmerging growth companyo 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 revisedfinancial accounting standards provided pursuant to Section 13(a) of the Exchange Act.o Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control overfinancial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its auditreport.☒ If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect thecorrection of an error to previously issued financial statements.o Indicate by check mark whether the Registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).Yes☐No☒ The aggregate market value of the Registrant’s Class A Common Stock and Class B Common Stock held by non-affiliates was $443.8million based upon the closingmarket price as of the close of business on June 30, 2024, the last business day of the registrant’s most recently completed second fiscal quarter. As of January31, 2025, there were55,456,104shares of MediaAlpha, Inc.’s Class A common stock, $0.01 par value per share, and11,574,029shares of MediaAlpha,Inc.’s Class B common stock, par value $0.01 per share, outstanding. DOCUMENTS INCORPORATED BY REFERENCEParts of the registrant’s Proxy Statement for the registrant’s 2025 Annual Meeting of Stockholders are incorporated by reference into Part III of this Annual Report onForm 10-K. Table of Contents PART I Item1.BusinessItem1A.Risk FactorsItem1B.Unresolved Staff CommentsItem1C.CybersecurityItem2.PropertiesItem3.Legal ProceedingsItem4.Mine Safety Disclosures PARTII Item5.Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of EquitySecurities50Item6.Reserved52Item7.Management’s Discussion and Analysis of Financial Condition and Results of Operations52Item7A.Quantitative and Qualitative Disclosures About Market Risk70Item8.Financial Statements and Supplementary Data71Item9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure107Item9A.Controls and Procedures107Item9B.Other Information107Item9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspection107 PARTIII Directors, Executive Officers and Corporate Governance108Executive Compensation108Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters108Certain Relationships and Related Transactions, and Director Independence108Principal Accounting Fees and Services108 Item10.Item11.Item12.Item13.Item14. PARTIV Item15.Exhibits, Financial Statement Schedule109Item16Form 10-K Summary112 Certain Definitions As us