13D Filing: Edenbrook Capital, LLC and Marchex Inc (MCHX)

Jonathan Brolin

2 Depot Plaza

Bedford Hills

New York 10507

(914) 239-3117

(Name, Address and Telephone Number of Person
Authorized to Receive

Notices and Communications)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of ss.240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box [  ].

Note:  Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits.  See § 240.13d-7 for other parties to whom copies are to be sent.

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Edenbrook Capital, LLC

SEC USE ONLY

SOURCE OF FUNDS

AF

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

[_]

CITIZENSHIP OR PLACE OF ORGANIZATION

SOLE VOTING POWER

SHARED VOTING POWER

SOLE DISPOSITIVE POWER

SHARES DISPOSITIVE POWER

PERSON

4,120,129

CERTAIN SHARES*

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

TYPE OF REPORTING PERSON

IA, OO

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Edenbrook Long Only Value Fund, LP

SEC USE ONLY

SOURCE OF FUNDS

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

[_]

CITIZENSHIP OR PLACE OF ORGANIZATION

SOLE VOTING POWER

SHARED VOTING POWER

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

3,229,430

PERSON

CERTAIN SHARES*

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

TYPE OF REPORTING PERSON

PN

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

SEC USE ONLY

SOURCE OF FUNDS

CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) OR 2(e)

[_]

CITIZENSHIP OR PLACE OF ORGANIZATION

SOLE VOTING POWER

SHARED VOTING POWER

SOLE DISPOSITIVE POWER

SHARED DISPOSITIVE POWER

PERSON

4,120,129

CERTAIN SHARES*

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

TYPE OF REPORTING PERSON

IN

This statement on the amendment to Schedule 13D (the “Schedule 13D”) relates to the Class B common stock, par value $0.01 (the “Class B Common Stock”), of Marchex, Inc. (the “Issuer”). The address of the principal executive offices of the Issuer is 520 Pike Street, Suite 2000, Seattle, Washington 98101.

Identity and Background.

This Schedule 13D is being filed jointly by
(i) Edenbrook Capital, LLC (“Edenbrook”), a New York limited liability company, as the investment manager to certain
private investment funds, with respect to Class B Common Stock owned by such private investment funds, (ii) Edenbrook Long Only
Value Fund, LP (the “Fund”), a Delaware limited partnership, with respect to Common Stock owned by such private investment
fund and (iii) Jonathan Brolin (“Mr. Brolin”), a United States citizen and the principal of Edenbrook with respect
to the Class B Common Stock owned by such private investment funds (collectively, the “Reporting Persons”).

Mr. Brolin’s present principal occupation
or employment is acting as a private investor. The principal business address of Mr. Brolin and Edenbrook is 2 Depot Plaza, Bedford
Hills, New York 10507. Mr. Brolin is the Managing Member of Edenbrook and, as such, is in the position to determine the investment
and voting decisions made by Edenbrook.

None of the Reporting Persons has, during the
last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors).

As of the date hereof, (i) Edenbrook and Mr.
Brolin may be deemed to be the beneficial owners of 4,120,129 shares of Class B Common Stock, constituting 10.7% of the shares
of Class B Common Stock, based upon 38,613,134 shares of Class B Common Stock outstanding as of November 3, 2017, as set forth
in the Quarterly Report on 10-Q for the quarterly period ended September 30, 2017 filed by the Issuer on November 6, 2017 and (ii)
the Fund may be deemed to be the beneficial owner of 3,229,430 shares of Class B Common Stock, constituting 8.4% of the shares
of Class B Common Stock, based upon 38,613,134 shares of Class B Common Stock outstanding as of November 3, 2017, as set forth
in the Quarterly Report on 10-Q for the quarterly period ended September 30, 2017 filed by the Issuer on November 6, 2017.

Edenbrook has the sole power to vote or direct
the vote of 0 shares of Class B Common Stock; has the shared power to vote or direct the vote of 4,120,129 shares of Class B Common
Stock; has the sole power to dispose or direct the disposition of 0 shares of Class B Common Stock; and has the shared power to
dispose or direct the disposition of 4,120,129 shares of Class B Common Stock.

The Fund has the sole power to vote or direct
the vote of 0 shares of Class B Common Stock; has the shared power to vote or direct the vote of 3,229,430 shares of Class B Common
Stock; has the sole power to dispose or direct the disposition of 0 shares of Class B Common Stock; and has the shared power to
dispose or direct the disposition of 3,229,430 shares of Class B Common Stock.

Mr. Brolin has the sole power to vote or direct
the vote of 0 shares of Class B Common Stock; has the shared power to vote or direct the vote of 4,120,129 shares of Class B Common
Stock; has the sole power to dispose or direct the disposition of 0 shares of Class B Common Stock; and has the shared power to
dispose or direct the disposition of 4,120,129 shares of Class B Common Stock.

The transactions by the Reporting Persons in
the securities of the Issuer during the past sixty days are set forth in Exhibit B. All such transactions were carried out in open
market transactions.

The Reporting Persons specifically disclaim
beneficial ownership in the shares of Class B Common Stock reported herein except to the extent of their pecuniary interest therein.

Exhibit A: Joint Filing Agreement

Exhibit B: Schedule of Transactions in Common Stock

Jonathan Brolin, Managing Member

Jonathan Brolin, Managing Member