Filing Details
- Accession Number:
- 0001062993-20-004835
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2020-10-08 16:18:34
- Reporting Period:
- 2020-10-07
- Accepted Time:
- 2020-10-08 16:18:34
- SEC Url:
- Form 4 Filing
Issuer
Cik | Name | Symbol | Sector (SIC) | IRS No |
---|---|---|---|---|
1224133 | Marchex Inc | MCHX | Services-Business Services, Nec (7389) | 352194038 |
Insiders
Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
---|---|---|---|---|---|---|---|
1665975 | Edenbrook Long Only Value Fund, Lp | 116 Radio Circle Suite 202 Mount Kisco NY 10549 | No | No | Yes | No | |
1666682 | Edenbrook Capital, Llc | 116 Radio Circle Suite 202 Mount Kisco NY 10549 | No | No | Yes | No | |
1712127 | Jonathan Brolin | 116 Radio Circle Suite 202 Mount Kisco NY 10549 | No | No | Yes | No |
Reported Non-Derivative Transactions
Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|---|---|---|---|---|---|
Class B Common Stock | Acquisiton | 2020-10-07 | 250,000 | $2.15 | 1,288,263 | No | 4 | P | Indirect | See footnotes |
Class B Common Stock | Acquisiton | 2020-10-07 | 4,750,000 | $2.15 | 11,748,533 | No | 4 | P | Indirect | See footnotes |
Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
---|---|---|---|---|
No | 4 | P | Indirect | See footnotes |
No | 4 | P | Indirect | See footnotes |
Reported Derivative Holdings
Sec. Name | Sec. Type | Price | Date | Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
---|---|---|---|---|---|---|---|
Common Stock | Put Option (Obligation to buy) | $2.50 | 2020-02-13 | 2020-12-20 | 220,000 | 2,200 | Indirect |
Common Stock | Put Option (Obligation to buy) | $2.50 | 2020-02-13 | 2020-12-20 | 30,000 | 300 | Indirect |
Expiration Date | Amount | Remaning Holdings | Nature of Ownership |
---|---|---|---|
2020-12-20 | 220,000 | 2,200 | Indirect |
2020-12-20 | 30,000 | 300 | Indirect |
Footnotes
- These securities are held in the account of Edenbrook Long Only Value Fund, LP, a private fund managed by Edenbrook Capital, LLC and may be deemed to be beneficially owned by Edenbrook Capital, LLC by virtue of its role as the investment manger of such private fund. In addition, Jonathan Brolin may be deemed to be a beneficial owner of such securities by virtue of his role as managing member of Edenbrook Capital, LLC.
- These securities are held in the account of a private fund managed by Edenbrook Capital, LLC and may be deemed to be beneficially owned by Edenbrook Capital, LLC by virtue of its role as the investment manager of such private fund. In addition, Jonathan Brolin may be deemed to be a beneficial owner of such securities by virtue of his role as managing member of Edenbrook Capital, LLC.
- Each Reporting Person disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- Purchase of shares accepted for payment following the expiration of the tender offer by Marchex and Edenbrook Capital, LLC on October 7, 2020.
- As previously disclosed, a private fund managed by Edenbrook Capital, LLC wrote 300 put option contracts expiring in December 2020 which provides that the private fund will be required to purchase shares of common stock at the stated strike price if the counterparty exercises such put option.
- As previously disclosed, Edenbrook Long Only Value Fund, LP, a fund managed by Edenbrook Capital, LLC wrote 2,200 put option contracts expiring in December 2020 which provides that the private fund will be required to purchase shares of common stock at the stated strike price if the counterparty exercises such put option.