Marchex (MCHX) chairman and 10% owner receives 50,000 stock options

Rhea-AI Filing Summary

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.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider HOROWITZ RUSSELL C

Role Chairman

Type	Security	Shares	Price	Value
Grant/Award	Employee Stock Option (right to buy)	50,000	$0.00	--

Holdings After Transaction: Employee Stock Option (right to buy) — 50,000 shares (Direct)

Footnotes (1)

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

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

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

HOROWITZ RUSSELL C

(Last) (First) (Middle)

1200 5TH AVE

SUITE 1300

(Street)

SEATTLE WA 98101

(City) (State) (Zip)

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

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

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

3. Date of Earliest Transaction (Month/Day/Year)
12/16/2025

4. 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 Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Employee Stock Option (right to buy)	$1.64	12/16/2025		A		50,000		(1)	12/16/2035	Class B Common Stock	50,000	$0	50,000	D

Explanation of Responses:

1. Option grant effective on the Grant Date with 50% of such options vesting on December 16, 2026 and December 16, 2027, respectively, assuming continued service on the Board for such period and with vesting in full of all such options upon a Change of Control (as defined in such reporting person's option agreement).

	/s/ Russell C. Horowitz	12/17/2025
	** 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 4 (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

What insider transaction did Marchex (MCHX) report in this filing?

The company reported that its chairman, who is also a director and 10% owner, received an employee stock option grant for 50,000 shares of Class B common stock.

What is the exercise price and term of the new Marchex (MCHX) stock options?

The options have an exercise price of $1.64 per share and expire on 12/16/2035.

How do the Marchex (MCHX) options granted on 12/16/2025 vest?

The filing states that 50% of the options vest on December 16, 2026 and 50% vest on December 16, 2027, assuming continued service on the board.

Is there accelerated vesting for the Marchex (MCHX) chairman’s new options?

Yes. The filing notes that all of the options vest in full upon a Change of Control as defined in the reporting person’s option agreement.

What roles does the reporting person hold at Marchex (MCHX)?

The reporting person is identified as a Director, 10% Owner, and Officer with the title Chairman.