Marchex Inc. Files 8-K on Operations and Shareholder Votes

Ticker: MCHX · Form: 8-K · Filed: 2024-10-31T00:00:00.000Z

Sentiment: neutral

Topics: operations, financial-condition, shareholder-vote

Related Tickers: MCHX

TL;DR

Marchex filed an 8-K detailing financial results and shareholder votes.

AI Summary

Marchex, Inc. filed an 8-K on October 31, 2024, reporting on results of operations, financial condition, and matters submitted to a vote of security holders. The filing includes financial statements and exhibits, with the earliest event reported being October 30, 2024. The company is incorporated in Delaware and headquartered in Seattle, Washington.

Why It Matters

This 8-K filing provides crucial updates on Marchex's financial performance and corporate governance, which are important for investors to assess the company's current standing and future prospects.

Risk Assessment

Risk Level: low — This filing is a routine disclosure of operational and financial information, not indicating any immediate or significant risks.

Key Players & Entities

FAQ

What is the primary purpose of this Form 8-K filing for Marchex, Inc.?

The primary purpose is to report on the company's Results of Operations and Financial Condition, Submission of Matters to a Vote of Security Holders, and to include Financial Statements and Exhibits.

On what date was this 8-K report filed?

The report was filed as of October 31, 2024.

What is the earliest event date reported in this filing?

The earliest event reported is dated October 30, 2024.

In which state is Marchex, Inc. incorporated?

Marchex, Inc. is incorporated in Delaware.

What is the business address of Marchex, Inc.?

The business address is 1200 5th Ave., Suite 1300, Seattle, Washington 98101.

Filing Stats: 800 words · 3 min read · ~3 pages · Grade level 10.9 · Accepted 2024-10-31 16:20:08

Key Financial Figures

Filing Documents

02 Results of Operations and Financial Condition

Item 2.02 Results of Operations and Financial Condition. On October 31, 2024, Marchex, Inc. (" Marchex ") is issuing a press release and holding a conference call regarding its financial results for the third quarter ended September 30, 2024 (the " Press Release "). The full text of the Press Release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information in this Item 2.02 (including Exhibit 99.1) is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the " Exchange Act "), or otherwise subject to the liabilities of that section. Such information shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. Marchex is referencing non-GAAP financial information in both the Press Release and on the conference call. A reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures is contained in the attached Press Release. Disclosures regarding definitions of these financial measures used by Marchex and why Marchex's management believes these financial measures provide useful information to investors is also included in the Press Release.

07 Submission of Matters to a Vote of Security Holders

Item 5.07 Submission of Matters to a Vote of Security Holders. Annual Meeting of Stockholders On October 30, 2024, Marchex held its 2024 annual meeting of stockholders (the " Annual Meeting "). Holders of Class A common stock are entitled to twenty-five (25) votes per share and holders of Class B common stock are entitled to one (1) vote per share and vote together as a single class on all matters (including election of directors) submitted to a vote of stockholders, unless otherwise required by law. At the Annual Meeting, the stockholders elected each director nominee to the Board of Directors and voted on the other proposal by the following votes as certified by Computershare, Inc., Marchex's transfer agent, as tabulator (" Computershare "): Proposal 1. Election of Directors - All Directors Re-Elected Nominee For Withheld Broker Non-Votes Michael Arends 144,060,671 303,077 6,364,964 Dennis Cline 139,932,858 4,430,890 6,364,964 Donald Cogsville 141,133,619 3,230,129 6,364,964 Russell C. Horowitz 140,967,261 3,396,487 6,364,964 M. Wayne Wisehart 140,490,137 3,873,611 6,364,964 Proposal 2. Ratification of Selection of Independent Registered Public Accounting Firm - Approved For Against Abstain Broker Non-Votes 150,387,005 28,410 313,297 -

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 99.1 Press Release of Marchex, dated October 31, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document)

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, Marchex has duly caused this Current Report to be signed on its behalf by the undersigned hereunto duly authorized. MARCHEX, INC. Date: October 31, 2024 By: /s/ HOLLY A. AGLIO Name: Holly A. Aglio Title: Chief Financial Officer (Principal Financial Officer)

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