[Form 3] MARCHEX INC Initial Statement of Beneficial Ownership

Rhea-AI Filing Summary

Francis J. Feeney, Chief Operating Officer of Marchex, Inc. (MCHX), filed a Form 3 disclosing his initial beneficial ownership. The filing reports 277,428 shares of Class B common stock held directly and a portfolio of equity awards that could convert to additional shares.

The derivative holdings include employee stock options to purchase 848,000 shares with exercise prices ranging from $1.45 to $5.05 and expiration dates between 2028 and 2034, plus 62,500 restricted stock units that vest in full on the first anniversary of their March 20, 2025 grant. All reported holdings are direct and subject to specified vesting schedules tied to continued employment.

Positive

• Full disclosure of direct ownership (277,428 Class B shares) providing transparency about the COO's stake.
• Detailed listing of equity awards including exercise prices, expirations, and vesting schedules for 848,000 option shares and 62,500 RSUs.
• Vesting tied to continued employment is explicitly disclosed for each award, clarifying conditions for conversion to shares.
• Form is properly signed and references Exhibit 24 (Power of Attorney), indicating compliance with filing requirements.

Negative

• None.

Insights

Financial Analyst

TL;DR: Routine initial disclosure showing substantial option grants and RSUs alongside already owned shares.

The Form 3 documents Feeney's direct ownership of 277,428 Class B shares and significant outstanding option awards totaling 848,000 shares plus 62,500 RSUs. The option exercise prices and multi-year expirations are listed, indicating long-dated compensation instruments rather than immediate share sales or purchases. For investors, this is a standard insider disclosure of compensation-related equity rather than an operational update.

Corporate Governance Expert

TL;DR: Standard officer filing that documents equity-based compensation and vesting conditions.

The filing clearly states vesting schedules and that awards are conditioned on continued full-time employment. The presence of multiple grant dates and staggered vesting is typical for executive retention plans. The disclosure includes an executed signature and an Exhibit 24 power of attorney reference, meeting filing formalities.

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0104
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1. Name and Address of Reporting Person^*

Feeney Francis J

(Last) (First) (Middle)

1200 5TH AVE

SUITE 1300

(Street)

SEATTLE WA 98101

(City) (State) (Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
09/15/2025

3. Issuer Name and Ticker or Trading Symbol
MARCHEX INC [ MCHX ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class B Common Stock	197,428	D
Class B Common Stock	40,000(1)	D
Class B Common Stock	40,000(2)	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	10/01/2022	10/01/2028	Class B Common Stock	125,000	$2.82	D
Employee Stock Option (right to buy)	04/17/2023	04/17/2029	Class B Common Stock	13,000	$5.05	D
Employee Stock Option (right to buy)	01/04/2025	01/04/2031	Class B Common Stock	30,000	$2.02	D
Employee Stock Option (right to buy)	(3)	01/03/2032	Class B Common Stock	40,000	$2.56	D
Employee Stock Option (right to buy)	(4)	01/03/2033	Class B Common Stock	40,000	$1.72	D
Employee Stock Option (right to buy)	(5)	09/28/2033	Class B Common Stock	300,000	$1.45	D
Employee Stock Option (right to buy)	(6)	07/26/2034	Class B Common Stock	200,000	$1.58	D
Employee Stock Option (right to buy)	(7)	07/26/2034	Class B Common Stock	100,000	$1.58	D
Restricted Stock Units	(8)	(8)	Class B Common Stock	62,500	$0.00	D

Explanation of Responses:

1. Restricted stock award effective on the Grant Date, which was January 3, 2022, with 25% of such shares vesting on the first, second, third, and fourth annual anniversary of the Grant Date, subject to Feeney remaining a continuous and full-time active employee.

2. Restricted stock award effective on the Grant Date, which was January 3, 2023, with 25% of such shares vesting on the first, second, third, and fourth annual anniversary of the Grant Date, subject to Feeney remaining a continuous and full-time active employee.

3. Stock option award effective on the Grant Date, which was January 3, 2022, with 25% of such option shares vesting on the first annual anniversary of the Grant Date and 1/12 of the remainder vesting in equal increments quarterly thereafter over the following three (3) year period, subject to Feeney remaining a continuous and full-time active employee.

4. Stock option award effective on the Grant Date, which was January 3, 2023, with 25% of such option shares vesting on the first annual anniversary of the Grant Date and 1/12 of the remainder vesting in equal increments quarterly thereafter over the following three (3) year period, subject to Feeney remaining a continuous and full-time active employee.

5. Stock option award effective on the Grant Date, which was September 28, 2023, with 25% of such option shares vesting on the first annual anniversary of the Grant Date and 1/12 of the remainder vesting in equal increments quarterly thereafter over the following three (3) year period, subject to Feeney remaining a continuous and full-time active employee.

6. Stock option award effective on the Grant Date, which was July 26, 2024, with 25% of such option shares vesting on the first annual anniversary of the Grant Date and 1/12 of the remainder vesting in equal increments quarterly thereafter over the following three (3) year period, subject to Feeney remaining a continuous and full-time active employee.

7. Stock option award effective on the Grant Date, which was July 26, 2024, with such option shares vesting in full on the fourth annual anniversary of the Grant Date, subject to Feeney remaining a continuous and full-time active employee.

8. Restricted stock units award effective on the Grant Date, which was March 20, 2025. Each restricted stock unit represents the right to receive one share of the Company's Class B Common Stock upon vesting, which occurs in full on the first anniversary of the Grant Date, subject to Feeney remaining a continuous and full-time active employee.

Remarks:

Exhibit List: Exhibit 24 (Power of Attorney)

	/s/ Francis J Feeney	09/24/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

How many Class B shares does Francis J. Feeney directly own according to the Form 3?

The filing reports 277,428 shares of Class B common stock held directly by Francis J. Feeney.

What equity awards does Feeney have that could convert to Marchex (MCHX) shares?

Feeney has employee stock options to purchase 848,000 Class B shares and 62,500 restricted stock units that vest into Class B shares.

What are the exercise prices and expiration range for Feeney's options?

Exercise prices range from $1.45 to $5.05, with option expirations between 10/01/2028 and 07/26/2034 as disclosed in the filing.

Are Feeney's equity awards subject to vesting conditions?

Yes. The filing specifies vesting schedules tied to continued full-time employment, including annual and quarterly vesting schedules depending on the grant.

What role does Francis J. Feeney hold at Marchex?

The Form 3 identifies Francis J. Feeney as the company's Chief Operating Officer.