Marchex, Inc. filed a Definitive Proxy Statement (DEF 14A) on November 4, 2026, inviting stockholders to its 2026 Annual Meeting of Stockholders scheduled for December 16, 2026, at 11:00 AM Pacific Time in Seattle, Washington.

Key Highlights

  • Meeting date and location: The 2026 Annual Meeting will be held on Wednesday, December 16, 2026, at 11:00 AM Pacific Time at 1448 NW Market St, Suite 500, Seattle, WA.
  • Record date: October 21, 2026 was set as the record date; only stockholders of record as of that date are entitled to vote.
  • Shares outstanding on the record date: 4,660,927 shares of Class A common stock and 39,682,743 shares of Class B common stock were issued and outstanding.
  • Voting power: Each share of Class A common stock carries 25 votes and each share of Class B common stock carries 1 vote at the Annual Meeting.
  • Four proposals: Agenda items include electing five directors, ratifying RSM US LLP as independent auditor for fiscal year ending December 31, 2026, an advisory vote on named executive officer compensation, and an advisory vote on the frequency of that compensation vote.
  • Board recommendations: The board recommends "FOR" on Proposals One, Two, and Three, and "Three Years" for Proposal Four.

Marchex 2026 Proxy: Four Proposals Before Stockholders

According to the filing, Marchex, Inc. is soliciting proxies on behalf of its Board of Directors for the 2026 Annual Meeting of Stockholders. The proxy statement was made available to stockholders on approximately November 4, 2026, alongside the company's Annual Report for the fiscal year ended December 31, 2025. The company disclosed that it elected to use the Internet as its primary means of distributing proxy materials, with most stockholders receiving a Notice of Internet Availability of Proxy Materials rather than printed copies.

The filing states that on the record date of October 21, 2026, there were 4,660,927 shares of Class A common stock and 39,682,743 shares of Class B common stock issued and outstanding. Class A shares carry 25 votes each while Class B shares carry 1 vote each, with both classes voting together as a single class on all matters. A majority of the voting power of outstanding shares present in person or by proxy is required to constitute a quorum, and the filing notes that abstentions and broker non-votes count toward establishing a quorum.

The four proposals on the agenda, as described in the filing, are: election of five individuals to the Board of Directors; ratification of RSM US LLP as the independent registered public accounting firm for fiscal year ending December 31, 2026; a non-binding advisory vote on named executive officer compensation; and a non-binding advisory vote on the frequency of future advisory votes on executive compensation. The board recommends a vote of "Three Years" for the frequency proposal. The proxy statement also references that stockholder proposals for the 2027 Annual Meeting are addressed within the document.

What Was Disclosed

Marchex filed a Definitive Proxy Statement for its 2026 Annual Meeting, disclosing four voting proposals, share counts and voting rights as of the October 21, 2026 record date, and board recommendations on each agenda item.