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Marchex Inc SEC Filings

MCHX Nasdaq

Welcome to our dedicated page for Marchex SEC filings (Ticker: MCHX), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.

This page provides access to Marchex, Inc. (NASDAQ: MCHX) SEC filings, offering a detailed view of the company’s regulatory disclosures as a Delaware corporation in the software publishers industry. Through documents such as Forms 8-K, proxy statements (DEF 14A), and other Exchange Act reports, investors can review information on governance, compensation, capital structure, and material agreements.

Recent 8-K filings describe topics including executive leadership changes, compensation arrangements, stock option and restricted stock unit grants under the company’s stock incentive plan, and the Agreement in Principle to acquire Archenia, Inc. Other filings outline how Marchex uses non-GAAP measures such as adjusted EBITDA and adjusted non-GAAP income (loss) per share, together with reconciliations to GAAP metrics. The company’s proxy statement details matters for stockholder votes, such as the election of directors and ratification of the independent registered public accounting firm, and explains its dual-class common stock voting structure.

On Stock Titan, these SEC filings are updated from EDGAR and paired with AI-powered summaries that highlight key points, helping readers quickly understand the significance of lengthy documents. Users can review annual and quarterly reports for narrative discussion and financial disclosures, 8-Ks for material events, and proxy materials for governance and compensation information.

For those tracking insider and equity-related activity, filings related to stock incentive plans and director or executive compensation provide insight into option grants, RSUs, and change-in-control terms. By combining real-time access to Marchex’s official filings with AI-generated explanations, this page helps investors and analysts interpret how corporate actions, governance decisions, and strategic initiatives are reflected in the company’s regulatory record.

Rhea-AI Summary

Marchex, Inc. approved annual cash bonuses for its senior executives for fiscal year 2025. The Compensation Committee granted a $200,000 bonus to President and Chief Revenue Officer Troy Hartless, $150,000 to Chief Operating Officer, Chief Legal Officer, and Corporate Secretary Francis Feeney, and $40,000 to Chief Financial Officer Brian Nagle.

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Rhea-AI Summary

Marchex, Inc. reported routine governance actions from its 2025 annual meeting and updated director compensation. On December 16, 2025, the Compensation Committee granted 50,000 stock options to each director under the 2021 Stock Incentive Plan, with an exercise price equal to the Class B common stock closing price that day. These options vest over two years, half on each of the first and second anniversaries of the grant date, and fully upon a Change in Control as defined in the plan. Independent directors will also receive $7,500 in cash per quarter for board service.

At the annual meeting, stockholders re-elected all director nominees. Marchex’s Class A shares carry 25 votes per share and Class B shares carry one vote per share, voting together as a single class on all matters unless law requires otherwise. Stockholders also approved the ratification of the company’s independent registered public accounting firm with 152,299,333 votes for, a small number of votes against or abstaining, and no broker non-votes.

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Rhea-AI Summary

Marchex Inc (MCHX) director receives new stock option grant. A company director was granted an employee stock option to buy 50,000 shares of Marchex Class B Common Stock at an exercise price of $1.64 per share, effective December 16, 2025. The option expires on December 16, 2035.

According to the vesting terms, 50% of the options vest on December 16, 2026 and the remaining 50% vest on December 16, 2027, assuming the director continues to serve on the Board through those dates. All of the options vest in full upon a Change of Control as defined in the director’s option agreement.

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Rhea-AI Summary

Marchex Inc. reported that one of its directors received an employee stock option grant for 50,000 shares of Class B common stock. The option has an exercise price of $1.64 per share and expires on December 16, 2035, and is held as a direct ownership position.

The grant was effective on December 16, 2025. Half of the options vest on December 16, 2026 and the remaining half on December 16, 2027, assuming the director continues service on the board through those dates. All of the options will vest in full upon a Change of Control, as defined in the director’s option agreement.

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Marchex Inc. reported an insider equity award for Vice Chairman and director Michael A. Arends. On December 16, 2025, he received an employee stock option granting the right to buy 50,000 shares of Class B common stock at an exercise price of $1.64 per share, expiring on December 16, 2035. The filing states that 50% of these options vest on December 16, 2026 and the remaining 50% on December 16, 2027, assuming continued service on the board during that period. All of the options will vest in full upon a defined Change of Control under his option agreement.

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Rhea-AI Summary

Marchex Inc director reports new stock option grant. A board member of Marchex Inc (MCHX) filed details of an equity award dated December 16, 2025. The filing shows an employee stock option to buy 50,000 shares of Class B common stock at an exercise price of $1.64 per share, expiring on December 16, 2035.

According to the disclosure, 50% of the options vest on December 16, 2026 and the remaining 50% vest on December 16, 2027, assuming the director continues serving on the board through those dates. All of the options vest in full upon a Change of Control as defined in the director’s option agreement.

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Marchex Inc. disclosed that its chairman, who is also a director and 10% owner, received an employee stock option grant. On 12/16/2025, this insider was granted options to buy 50,000 shares of Class B common stock at an exercise price of $1.64 per share, expiring on 12/16/2035. Half of the options vest on December 16, 2026 and the remaining half on December 16, 2027, assuming continued service on the board. All of the options will vest in full upon a Change of Control as defined in the option agreement.

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Rhea-AI Summary

Marchex, Inc. reported softer results for Q3 2025 as revenue fell to $11.5 million from $12.6 million a year ago, reflecting lower call volumes, customer consolidations, migration effects, and macro headwinds. The quarter posted a net loss of $1.0 million (loss per share $0.02), compared with a $0.8 million loss in Q3 2024. Year to date, revenue was $34.6 million with a net loss of $2.9 million.

Operating expenses eased in product development but rose in general and administrative costs, including higher stock-based compensation, which totaled $0.9 million in Q3. Cash and equivalents were $10.3 million at September 30, 2025, down from $12.8 million at year-end; operating cash flow used was $1.5 million for the nine months. A domain asset sale generated a $0.6 million gain. Customer concentration remained notable: one customer represented 11% of Q3 revenue and 21% of receivables, with an independent dealer network at 15% of receivables. The 2025 share repurchase program (up to 3,000,000 Class B shares) had no buybacks. Subsequent to quarter-end, Marchex signed an agreement in principle to acquire Archenia via a $10 million 6% convertible note at $1.80 per share, subject to a definitive agreement and approval by disinterested stockholders, with closing anticipated in the first half of 2026.

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Marchex, Inc. announced an Agreement in Principle to acquire 100% of Archenia, Inc. The consideration is a $10 million convertible promissory note at 6%, payable in three equal tranches on the 12, 18, and 24‑month anniversaries of the closing date. Principal and interest may convert into Class B common stock at $1.80 per share.

The agreement also includes potential contingent equity: for each of the first and second 12‑month periods after closing, if Archenia meets revenue and Adjusted EBITDA thresholds to be set in the definitive agreement, Marchex would issue 2 million shares for each such period.

A special committee of independent directors approved entering the AIP due to related‑party sellers. Next steps include negotiating a definitive agreement, obtaining Archenia audited financials and a fairness opinion, and securing approval by a majority of disinterested stockholders. If approved and executed, closing is anticipated in the first half of 2026. Separately, Marchex furnished its Q3 2025 earnings release as Exhibit 99.1.

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FAQ

What is the current stock price of Marchex (MCHX)?

The current stock price of Marchex (MCHX) is $1.65 as of February 6, 2026.

What is the market cap of Marchex (MCHX)?

The market cap of Marchex (MCHX) is approximately 71.1M.
Marchex Inc

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MCHX Stock Data

71.13M
35.97M
8.44%
63.56%
0.04%
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