Marchex, Inc. (NASDAQ:MCHX) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01
|
Entry into a Material Definitive Agreement. |
Executive Officer Annual Salaries; Bonus.
On June 15, 2017 (the Grant Date), the Compensation Committee of
the Board of Directors of Marchex, Inc. (the Corporation or
Marchex) to its review of annual compensation for executive
officers of the Corporation, approved revised annual salaries for
certain of the Corporations executive officers in the below table
effective June 16, 2017:
|
Name of Executive Officer |
Salary |
|
|
Michael Arends |
$ |
297,500 |
|
Ethan Caldwell |
$ |
292,500 |
On the Grant Date, the Compensation Committee further approved a
cash bonus for Michael Arends in the amount of $150,000 subject
to the Corporation achieving certain positive adjusted EBITDA
thresholds sooner than provided for in the Corporations 2017
budget.
Time-based Stock Option and Restricted Stock Awards.
On the Grant Date, the Corporations Compensation Committee, to
its review of equity award incentives for executive officers of
the Corporation, approved stock option and restricted stock
grants under the Corporations 2012 Stock Incentive Plan (the
Plan) effective on the Grant Date to the executive officers in
the below table (subject to continued employment at such times)
in the following amounts:
|
Name of Executive Officer |
Option for Number of Shares of Class B Common Stock |
Number of Restricted Shares of Class B Common Stock |
||
|
Michael Arends |
115,000 |
75,000 |
||
|
Ethan Caldwell |
150,000 |
40,000 |
||
Each such option shall have an exercise price of $2.90 per share,
the closing price of the Corporations Class B common stock on the
Grant Date, shall be an incentive stock option to the extent
permitted by the Internal Revenue Code of 1986, as amended (the
Code), and otherwise a nonqualified stock option, with 25% of the
option shares vesting on the first annual anniversary of the
Grant Date and thereafter 1/12th of the remainder will vest
quarterly thereafter for the following three years. 25% of the
restricted shares shall vest on each of the first, second, third
and fourth annual anniversaries of the Grant Date. The restricted
stock will be valued based upon the closing price of the
Corporations Class B common stock on the Grant Date.
|
Item 5.02 |
Departure of Directors or Certain Officers; Election of |
The information set forth under Item 1.01 of this Current Report
on Form 8-K is incorporated herein by reference.
About Marchex, Inc. (NASDAQ:MCHX)
Marchex, Inc. is an advertising analytics company. The Company offers products and services for enterprises that depend on consumer phone calls to drive sales. The Company’s media analytics products connect call data to media channels, including search and display – down to the campaign, keyword and impression. Its sales analytics products deliver actionable intelligence on the offline consumer journey to help prospects become customers. The Company’s product offerings include Marchex Call Analytics, Marchex Call Analytics for Search, Marchex Display Analytics, Marchex Call Marketplace and Local Leads. Marchex Call Analytics is an analytics platform for enterprises that depend on inbound phone calls to drive sales, appointments and reservations. Marchex Call Analytics for Search is a product for search marketers that drive phone calls from search campaigns. Marchex Display Analytics is a product for marketers that buy digital display advertising.
