Financial Analysis

"Commitments and contingencies Litigation and other matters The Company is subject to certain legal proceedings and claims that arise in the normal course of business. In the opinion of management, the Company does not believe that the amount of liability, if any, as a result of these proceedings and claims will have a material adverse effect on the Companys consolidated financial position, results of operations, or cash flows. FTC Matter On February 21, 2023, the Company received a civil investigative demand from the FTC regarding compliance with the FTC Act and the Telemarketing Sales Rule, as they relate to the advertising, marketing, promotion, offering for sale, or sale of healthcare-related products, the collection, sale, transfer or provision to third parties of consumer data, telemarketing practices, and/or consumer privacy or data security. On October 30, 2024, the Company received a letter from the staff of the FTC (the ""FTC Staff"") stating that the FTC Staff was prepared to recommend the filing of a complaint against the Company for violations of Section 5(a) of the FTC Act, the Telemarketing Sales Rule (""TSR"") and the Government and Business Impersonation Rule (the ""Impersonation Rule""). The FTC Staff alleged that, in connection with the Companys lead generation and telemarketing activities, the Company represented itself as affiliated with government entities, made misleading claims (in particular regarding health insurance products and the Companys use of …

CommitmentsAndContingenciesDisclosureTextBlock · excerpt; the full note is in the filing

"Long-term debt Long-term debt consisted of the following: As of (in thousands) June 30, 2026 December 31, 2025 2026 Term Loan Facility $ 148,125 $ 2026 Revolving Credit Facility 30,000 2021 Term Loan Facility 148,953 2021 Revolving Credit Facility 5,000 Unamortized debt issuance costs (1,415) (544) Total debt $ 176,710 $ 153,409 Less: current portion, net of debt issuance costs of $332 and $357, respectively (7,168) (21,807) Total long-term debt $ 169,542 $ 131,602 Amendment and Restatement of Credit Agreement On March 25, 2026, QuoteLab, LLC (the ""Borrower"") and QLH entered into an amendment and restatement agreement (the ""Amendment and Restatement Agreement"") amending and restating the credit agreement dated as of September 23, 2020, as previously amended (as more fully described below. the ""Amended Credit Agreement"" and, as amended and restated by the Amendment and Restatement Agreement, the ""Credit Agreement""), with the lenders that are party thereto and JPMorgan Chase Bank, N.A., as administrative agent. The Credit Agreement provides for (i) a new five-year senior secured term loan facility in an aggregate principal amount of $150 million (the ""2026 Term Loan Facility""), and (ii) a new five-year senior secured revolving credit facility with commitments in an aggregate amount of $60 million (the ""2026 Revolving Credit Facility"" and, together with the 2026 Term Loan Facility, the ""2026 Credit Facilities""), which replaced the existing term loan facility and r …

DebtDisclosureTextBlock · excerpt; the full note is in the filing

The following table shows the Companys revenue disaggregated by transaction model: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2026 2025 2026 2025 Open Marketplace transactions $ 311,992 $ 245,280 $ 615,809 $ 503,699 Private Marketplace transactions 4,883 6,342 11,070 12,232 Total $ 316,875 $ 251,622 $ 626,879 $ 515,931 The following table shows the Companys revenue disaggregated by product vertical: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2026 2025 2026 2025 Property & casualty insurance $ 308,795 $ 227,162 $ 601,583 $ 450,407 Health insurance 2,734 18,074 13,899 52,011 Life insurance 5,127 5,225 10,968 10,798 Other 219 1,161 429 2,715 Total $ 316,875 $ 251,622 $ 626,879 $ 515,931 …

DisaggregationOfRevenueTableTextBlock · excerpt; the full note is in the filing

"Equity-based compensation Equity-based compensation cost recognized for equity-based awards outstanding during the three and six months ended June 30, 2026 and 2025 was as follows: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2026 2025 2026 2025 Restricted stock units $ 8,143 $ 8,112 15,341 14,819 Performance-based restricted stock units 329 390 317 Total equity-based compensation $ 8,472 $ 8,112 $ 15,731 $ 15,136 Equity-based compensation cost was included in the following expense categories in the consolidated statements of operations during the three and six months ended June 30, 2026 and 2025: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2026 2025 2026 2025 Cost of revenue $ 106 $ 277 $ 249 $ 571 Sales and marketing 1,338 1,457 2,580 2,740 Product development 1,638 1,498 2,944 2,746 General and administrative 5,390 4,880 9,958 9,079 Total equity-based compensation $ 8,472 $ 8,112 $ 15,731 $ 15,136 As of June 30, 2026, total unrecognized compensation cost related to unvested restricted stock units and unvested performance-based restricted stock units were $64.1 million and $3.6 million , respectively, which are expected to be recognized over weighted-average periods of 2.82 years and 2.71 years, respectively. Performance-Based Restricted Stock Units On March 15, 2026, the Compensation Committee of the Company's Board of Directors (""Compensation Committee"") approved grants of Performance-Based Restricted Stock Units (""PRSU …

DisclosureOfCompensationRelatedCostsShareBasedPaymentsTextBlock · excerpt; the full note is in the filing

Fair Value Measurements The Company does not have any financial instruments measured at fair value on a recurring basis. The Companys financial instruments measured at fair value on a non-recurring basis consist of Long-Term Debt. As of June 30, 2026, the carrying amounts of the 2026 Term Loan Facility and the 2026 Revolving Credit Facility approximate their respective fair values. The Company used a discounted cash flow analysis to estimate the fair value of the long-term debt, using an adjusted discount rate of 6.00% and the estimated payments under the 2026 Term Loan Facility until maturity, including interest payable based on the Company's forecasted total net leverage ratio. …

FairValueDisclosuresTextBlock · excerpt; the full note is in the filing

Goodwill and intangible assets Goodwill and intangible assets consisted of: As of June 30, 2026 December 31, 2025 (in thousands) Useful life (months) Gross carrying amount Accumulated amortization Net carrying amount Gross carrying amount Accumulated amortization Net carrying amount Customer relationships 120 $ 25,040 $ (22,770) $ 2,270 $ 25,040 $ (21,830) $ 3,210 Non-compete agreements 60 303 (303) 303 (303) Trademarks, trade names, and domain names 60 1,624 (1,259) 365 1,624 (1,244) 380 Intangible assets $ 26,967 $ (24,332) $ 2,635 $ 26,967 $ (23,377) $ 3,590 Goodwill Indefinite $ 47,739 $ $ 47,739 $ 47,739 $ $ 47,739 Amortization expense related to intangible assets was $0.5 million and $0.5 million for the three months ended June 30, 2026 and 2025, respectively, and $1.0 million and $2.0 million for the six months ended June 30, 2026 and 2025, respectively. During the six months ended June 30, 2025, the Company recognized a charge of $13.4 million related to the write-off of customer relationships and trademarks, trade names, and domain names acquired as part of the acquisition of Customer Helper Team, LLC as the Company did not intend to use or expect any future economic benefits from these intangible assets. The Company has no accumulated impairment of goodwill. The following table presents the changes in goodwill and intangible assets: As of June 30, 2026 December 31, 2025 (in thousands) Goodwill Intangible assets Goodwill Intangible assets Beginning balance at January …

GoodwillAndIntangibleAssetsDisclosureTextBlock · excerpt; the full note is in the filing

"Income taxes MediaAlpha, Inc. is taxed as a corporation and pays corporate federal, state and local taxes on income allocated to it from QLH based upon MediaAlpha, Inc.s economic interest held in QLH. QLH is treated as a pass-through partnership for income tax reporting purposes and is not subject to federal income tax. Instead, QLHs taxable income or loss is passed through to its members, including MediaAlpha, Inc. Accordingly, the Company is not liable for income taxes on the portion of QLHs earnings not allocated to it. MediaAlpha, Inc. files and pays corporate income taxes for U.S. federal and state income tax purposes and its corporate subsidiary, Skytiger Studio, Ltd., is subject to taxation in Taiwan. The Company expects this structure to remain in existence for the foreseeable future. The Company estimates the annual effective tax rate for the full year to be applied to actual year-to-date income (loss) and adds the tax effects of any discrete items in the reporting period in which they occur. The following table summarizes the Company's income tax expense (benefit): Three Months Ended June 30, Six Months Ended June 30, (in thousands, except percentages) 2026 2025 2026 2025 Income (loss) before income taxes $ 55,091 $ (22,217) $ 75,639 $ (24,600) Income tax expense $ 13,308 $ 316 $ 19,810 $ 267 Effective Tax Rate 24.2 % (1.4) % 26.2 % (1.1) % The Company's effective tax rate of 24.2% and 26.2% for the three and six months ended June 30, 2026, respectively, differed f …

IncomeTaxDisclosureTextBlock · excerpt; the full note is in the filing

Leases On February 3, 2026, the Company entered into a lease agreement for a new corporate headquarters comprised of approximately 21,000 square feet of office space located in Los Angeles, CA. The initial term of such lease is 65 months commencing upon the later of November 1, 2026 and substantial completion of the improvements in the premises by the landlord, which is expected to occur in the fourth quarter of 2026, after the expiration of the Company's current Los Angeles lease term. The Company has the option to extend the term for an additional 60 months. The aggregate base rent payments over the initial term of the lease are approximately $5 million. On June 10, 2026, the Company entered into an amendment to the lease agreement for its existing office space located in Bellevue, WA, which increased the size of the space and extended the term by 64 months commencing upon completion of the improvements in the premises, which is expected to occur in the fourth quarter of 2026. The aggregate base rent payments over the initial term of the lease are approximately $2 million. In connection with these leases, the Company expects to capitalize the costs of certain leasehold improvements and other property and equipment as the spaces are built out and prepared for occupancy. Initial build-out activities have commenced for these spaces, and the Company has paid certain deposits in connection with the related leasehold improvements and other property and equipment purchases.

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"New Accounting Pronouncements Recently adopted accounting pronouncements There have been no recently adopted accounting pronouncements by the Company. Recently issued not yet adopted accounting pronouncements In December 2025, the Financial Accounting Standards Board (""FASB"") issued Accounting Standards Update (""ASU"") 2025-11, Interim Reporting (Topic 270): Narrow-Scope Improvements. This ASU provides clarifications intended to improve the consistency and usability of interim disclosure requirements, including a comprehensive listing of required interim disclosures. The standard introduces a new disclosure principle for interim reporting to help entities determine whether disclosures not specified in Topic 270 should be provided in interim periods. ASU 2025-11 is effective for fiscal years beginning after December 15, 2027, and interim periods within those annual reporting periods. Early adoption is permitted. The Company is currently evaluating the impact of adopting ASU 2025-11 on its consolidated financial statements and related disclosures. In September 2025, the FASB issued ASU No. 2025-06, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Targeted Improvements to the Accounting for Internal-Use Software which amends the guidance in ASC 350-40, Intangibles-Goodwill and Other-Internal-Use Software. The amendments modernize the recognition and disclosure framework for internal-use software costs, removing the previous development stage model …

NewAccountingPronouncementsPolicyPolicyTextBlock · excerpt; the full note is in the filing

Disaggregation of revenue The following table shows the Companys revenue disaggregated by transaction model: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2026 2025 2026 2025 Open Marketplace transactions $ 311,992 $ 245,280 $ 615,809 $ 503,699 Private Marketplace transactions 4,883 6,342 11,070 12,232 Total $ 316,875 $ 251,622 $ 626,879 $ 515,931 The following table shows the Companys revenue disaggregated by product vertical: Three Months Ended June 30, Six Months Ended June 30, (in thousands) 2026 2025 2026 2025 Property & casualty insurance $ 308,795 $ 227,162 $ 601,583 $ 450,407 Health insurance 2,734 18,074 13,899 52,011 Life insurance 5,127 5,225 10,968 10,798 Other 219 1,161 429 2,715 Total $ 316,875 $ 251,622 $ 626,879 $ 515,931 …

RevenueFromContractWithCustomerTextBlock · excerpt; the full note is in the filing

"Summary of significant accounting policies The Company's significant accounting policies are included in the 2025 Annual Report on Form 10-K and did not materially change during the six months ended June 30, 2026. Basis of presentation The accompanying unaudited consolidated financial statements and related disclosures have been prepared in accordance with accounting principles generally accepted in the United States of America (""GAAP"") applicable to interim financial information and with the instructions to Form 10-Q and Rule 10-01 of Regulation S-X. In the opinion of management, all adjustments, consisting of only those of a normal recurring nature, considered necessary for a fair statement of the financial position and interim results of the Company as of and for the periods presented have been included. The December 31, 2025 balance sheet data was derived from audited consolidated financial statements; however, the accompanying interim notes to the consolidated financial statements do not include all of the annual disclosures required by GAAP. Results for interim periods are not necessarily indicative of those that may be expected for a full year. The financial information included herein should be read in conjunction with the Company's consolidated financial statements and related notes in its 2025 Annual Report on Form 10-K. Accounts receivable Accounts receivable are net of allowances for credit losses of $0.8 million and $0.7 million as of June 30, 2026 and Decembe …

SignificantAccountingPoliciesTextBlock · excerpt; the full note is in the filing

"Stockholders' Deficit Share Repurchases On October 28, 2025, the Company's Board of Directors authorized a Share Repurchase Program to repurchase up to $50.0 million of shares of Class A common stock. Subsequently, on February 18, 2026, the Companys Board of Directors authorized an increase in the Repurchase Program by $50.0 million, to a total of up to $100.0 million (""Repurchase Program""). During the three and six months ended June 30, 2026, 2,200,212 and 4,256,222 shares of Class A common stock were repurchased under the Repurchase Program for aggregate consideration of $20.3 million and $40.6 million, respectively. The difference between the repurchase price and the par value of the shares of Class A common stock repurchased, together with any excise tax payable, was recorded as an adjustment to additional-paid-in capital. The shares repurchased were immediately retired and returned to the status of authorized but unissued shares of Class A common stock. The Company may repurchase such shares through open market transactions, privately negotiated transactions, preset trading plans, block trades or any combination of such methods. The timing and amount of any share repurchases will be determined by the Companys management in its discretion based on their ongoing evaluation of market and economic conditions, the trading price and volume of the Companys Class A common stock, the Companys capital needs and investment opportunities, and other factors. As of June 30, 2026, t …

StockholdersEquityNoteDisclosureTextBlock · excerpt; the full note is in the filing