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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/01/24 Marchex Inc. 10-K 12/31/23 78:9.2M Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: 10-K Annual Report HTML 1.77M 2: EX-21.1 Subsidiaries List HTML 27K 3: EX-23.1 Consent of Expert or Counsel HTML 23K 7: EX-97.1 Clawback Policy re: Recovery of Erroneously HTML 26K Awarded Compensation 4: EX-31.1(I) Certification -- §302 - SOA'02 HTML 28K 5: EX-31.1(II) Certification -- §302 - SOA'02 HTML 28K 6: EX-32 Certification -- §906 - SOA'02 HTML 29K 9: R1 Document and Entity Information HTML 101K 10: R2 Consolidated Balance Sheets HTML 125K 11: R3 Consolidated Balance Sheets (Parenthetical) HTML 37K 12: R4 Consolidated Statements of Operations HTML 93K 13: R5 Consolidated Statements of Operations HTML 36K (Parenthetical) 14: R6 Consolidated Statements of Stockholders' Equity HTML 71K 15: R7 Consolidated Statements of Cash Flows HTML 101K 16: R8 Pay vs Performance Disclosure HTML 35K 17: R9 Insider Trading Arrangements HTML 43K 18: R10 Insider Trading Policies and Procedures HTML 25K 19: R11 Description of Business and Summary of Significant HTML 214K Accounting Policies and Practices 20: R12 Property and Equipment HTML 52K 21: R13 Leases HTML 60K 22: R14 Commitments and Contingencies HTML 56K 23: R15 Income Taxes HTML 152K 24: R16 Stockholders' Equity HTML 137K 25: R17 401(k) Savings Plan HTML 30K 26: R18 Segment Reporting and Geographic Information HTML 42K 27: R19 Identifiable Intangible Assets from Acquisitions HTML 83K 28: R20 Divestiture Support Services Agreement HTML 31K 29: R21 Interest Income (Expense) and Other, Net HTML 41K 30: R22 Description of Business and Summary of Significant HTML 258K Accounting Policies and Practices (Policies) 31: R23 Description of Business and Summary of Significant HTML 162K Accounting Policies and Practices (Tables) 32: R24 Property and Equipment (Tables) HTML 48K 33: R25 Leases (Tables) HTML 58K 34: R26 Commitments and Contingencies (Tables) HTML 48K 35: R27 Income Taxes (Tables) HTML 146K 36: R28 Stockholders' Equity (Tables) HTML 115K 37: R29 Segment Reporting and Geographic Information HTML 36K (Tables) 38: R30 Identifiable Intangible Assets from Acquisitions HTML 79K (Tables) 39: R31 Interest Income (Expense) and Other, Net (Tables) HTML 40K 40: R32 Description of Business and Summary of Significant HTML 84K Accounting Policies and Practices - Additional Information (Detail) 41: R33 Description of Business and Summary of Significant HTML 31K Accounting Policies and Practices - Fair Value of Cash and Cash Equivalents (Detail) 42: R34 Description of Business and Summary of Significant HTML 32K Accounting Policies and Practices - Allowance for Doubtful Accounts Activity (Detail) 43: R35 Description of Business and Summary of Significant HTML 31K Accounting Policies and Practices - Allowance for Advertiser Credits Activity (Detail) 44: R36 Description of Business and Summary of Significant HTML 28K Accounting Policies and Practices - Additional Information (Detail 1) 45: R37 Description of Business and Summary of Significant HTML 33K Accounting Policies and Practices - Schedules of Concentration of Risk Based on Consolidated Revenue (Detail) 46: R38 Description of Business and Summary of Significant HTML 63K Accounting Policies and Practices - Computation of Net Loss Per Share Basic and Diluted (Detail) 47: R39 Property and Equipment (Detail) HTML 45K 48: R40 Property and Equipment (Parenthetical) (Detail) HTML 30K 49: R41 Property and Equipment - Additional Information HTML 33K (Detail) 50: R42 Leases - Additional Information (Detail) HTML 35K 51: R43 Leases - Schedule of Lease Cost Recognized in HTML 38K Consolidated Statement of Operations and Other Information (Detail) 52: R44 Leases - Schedule of Operating and Financing Lease HTML 48K Liabilities (Detail) 53: R45 Future Minimum Payments (Detail) HTML 60K 54: R46 Commitments and Contingencies - Additional HTML 30K Information (Detail) 55: R47 Loss from Continuing Operations Before Provision HTML 33K for Income Taxes (Detail) 56: R48 Provision for Income Taxes (Detail) HTML 39K 57: R49 Computation of Income Tax Expense (Benefit) from HTML 49K Continuing Operations Using Federal Statutory Rate (Detail) 58: R50 Income Taxes - Additional Information (Detail) HTML 46K 59: R51 Deferred Tax Assets and Liabilities (Detail) HTML 58K 60: R52 Summary of Activity Related to Tax Contingencies HTML 28K Recorded As an Offset to Deferred Tax Assets (Detail) 61: R53 Stockholders Equity - Additional Information HTML 165K (Detail) 62: R54 Stockholders Equity - Stock-based Compensation HTML 35K Expense by Operating Expense (Detail) 63: R55 Stockholders Equity - Assumptions to Estimate Fair HTML 50K Value for Stock Options at Grant Date (Detail) 64: R56 Stockholders Equity - Summary of Stock Option, HTML 80K Restricted Stock Award, and Restricted Stock Unit Activity (Detail) 65: R57 Stockholders Equity - Stock Compensation Activity HTML 38K (Detail) 66: R58 Stockholders Equity - Summary Restricted Stock HTML 53K Awards and Restricted Stock Units Activity (Detail) 67: R59 401(k) Savings Plan - Additional Information HTML 25K (Detail) 68: R60 Segment Reporting and Geographic Information - HTML 26K Additional Information (Detail) 69: R61 Revenues by Geographic Region (Detail) HTML 33K 70: R62 Identifiable Intangible Assets from Acquisitions - HTML 45K Summary of Identifiable Intangible Assets from Acquisitions (Detail) 71: R63 Identifiable Intangible Assets from Acquisitions - HTML 44K Additional Information (Detail) 72: R64 Divestiture Support Services Agreement - HTML 38K Additional Information (Detail) 73: R65 Interest Income (Expense) and Other, Net - Summary HTML 36K of Interest Income (Expense) and Other, Net (Detail) 75: XML IDEA XML File -- Filing Summary XML 148K 78: XML XBRL Instance -- mchx-20231231_htm XML 2.17M 74: EXCEL IDEA Workbook of Financial Report Info XLSX 144K 8: EX-101.SCH XBRL Taxonomy Extension Schema With Embedded XSD 3.79M Linkbases Document -- mchx-20231231 76: JSON XBRL Instance as JSON Data -- MetaLinks 546± 863K 77: ZIP XBRL Zipped Folder -- 0000950170-24-038807-xbrl Zip 366K
EX-97.1 |
POLICY FOR RECOVERY OF INCENTIVE COMPENSATION
If Marchex, Inc. (the “Company”) determines it must prepare a restatement, the Company will seek to recover the amount of erroneously awarded incentive compensation received by a covered officer, as provided below.
For purposes of this policy, the term (i) “restatement” means an accounting restatement due to the material noncompliance of the Company with any financial reporting requirement under the U.S. federal securities laws, including any required accounting restatement to correct an error in previously issued financial statements that would result in a material misstatement if the error were corrected in the current period or left uncorrected in the current period (i.e., a “little r” restatement); (ii) “incentive compensation” means any (a) compensation based in whole or in part upon attainment of a financial reporting measure, or (b) any profits realized from the sale of securities of the issuer; (iii) “financial reporting measure” means any measure that is determined and presented in accordance with, or derived wholly or in part from, the accounting principles used in preparing the Company’s financial statements, as well as stock price and total shareholder return; (iv) “erroneously awarded” means the amount of incentive compensation during the three completed fiscal years immediately preceding the date on which the Company was required to prepare the restatement, to the extent such amount exceeds the amount that otherwise would have been received had the amount been determined based on the restatement; and (v) the term “covered officer” means a current or former “officer” of the Company as defined in Rule 16a-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”).
The Compensation Committee (the “Committee”) of the Board of Directors shall have full and final authority to make all determinations under this policy, including as to the amount and form of recovery. The Committee must seek to recover from a covered officer all erroneously awarded incentive compensation unless the direct expense paid to a third party to assist in enforcing this policy would exceed the recoverable amount, or applicable listing rules otherwise do not require recovery. When the amount is not subject to mathematical recalculation directly from the information in the restatement, the Committee may determine a reasonable estimate of the effect of a restatement on a financial reporting measure. The Committee may determine that the form of recovery is to offset the recovery amount against other compensation (including through the cancellation of equity awards). In addition, the Committee may, to the extent permitted by law, take other remedial and recovery action, as determined by the Committee. The Committee may cause the Company to take such action as it deems necessary or appropriate to implement this policy.
This policy is intended to comply with Section 10D of the Exchange Act, Rule 10D-1 thereunder, and the applicable rules of any national securities exchange on which the Company’s securities are listed, and this policy will be interpreted and administered consistently with that intent. This policy applies to all incentive compensation received on or after October 2, 2023.
This ‘10-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed as of: | 4/1/24 | |||
Filed on: | 3/29/24 | |||
For Period end: | 12/31/23 | |||
10/2/23 | 4, 8-K | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 4/22/24 Marchex Inc. S-8 4/22/24 4:106K Donnelley … Solutions/FA |