0001062993-20-006529.txt : 20201222 0001062993-20-006529.hdr.sgml : 20201222 20201222164033 ACCESSION NUMBER: 0001062993-20-006529 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201218 FILED AS OF DATE: 20201222 DATE AS OF CHANGE: 20201222 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Edenbrook Capital, LLC CENTRAL INDEX KEY: 0001666682 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50658 FILM NUMBER: 201408485 BUSINESS ADDRESS: STREET 1: 116 RADIO CIRCLE STREET 2: SUITE 202 CITY: MT. KISCO STATE: NY ZIP: 10549 BUSINESS PHONE: 914-239-3117 MAIL ADDRESS: STREET 1: 116 RADIO CIRCLE STREET 2: SUITE 202 CITY: MT. KISCO STATE: NY ZIP: 10549 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EDENBROOK LONG ONLY VALUE FUND, LP CENTRAL INDEX KEY: 0001665975 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50658 FILM NUMBER: 201408486 BUSINESS ADDRESS: STREET 1: EDENBROOK CAPITAL, LLC STREET 2: 116 RADIO CIRCLE, SUITE 202 CITY: MT. KISCO STATE: NY ZIP: 10549 BUSINESS PHONE: 914-239-3117 MAIL ADDRESS: STREET 1: EDENBROOK CAPITAL, LLC STREET 2: 116 RADIO CIRCLE, SUITE 202 CITY: MT. KISCO STATE: NY ZIP: 10549 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Brolin Jonathan CENTRAL INDEX KEY: 0001712127 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50658 FILM NUMBER: 201408487 MAIL ADDRESS: STREET 1: 2 DEPOT PLAZA STREET 2: 4TH FLOOR CITY: BEDFORD HILLS STATE: NY ZIP: 10507 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MARCHEX INC CENTRAL INDEX KEY: 0001224133 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389] IRS NUMBER: 352194038 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 520 PIKE STREET STREET 2: SUITE 2000 CITY: SEATTLE STATE: WA ZIP: 98101 BUSINESS PHONE: 206-774-5000 MAIL ADDRESS: STREET 1: 520 PIKE STREET STREET 2: SUITE 2000 CITY: SEATTLE STATE: WA ZIP: 98101 4 1 form4.xml STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES X0306 4 2020-12-18 0001224133 MARCHEX INC MCHX 0001666682 Edenbrook Capital, LLC 116 RADIO CIRCLE SUITE 202 MOUNT KISCO NY 10549 0 0 1 0 0001665975 EDENBROOK LONG ONLY VALUE FUND, LP 116 RADIO CIRCLE SUITE 202 MOUNT KISCO NY 10549 0 0 1 0 0001712127 Brolin Jonathan 116 RADIO CIRCLE SUITE 202 MOUNT KISCO NY 10549 0 0 1 0 Class B common stock 2020-12-18 4 X 0 30000 2.50 A 1318263 I See footnotes Class B Common stock 2020-12-18 4 X 0 220000 2.50 A 11968533 I See footnotes Put Option (Obligation to buy) 2.50 2020-12-18 2020-12-18 4 X 0 300 .26 D 2020-02-13 2020-12-18 Common Stock 30000 0 I See footnote Put Option (Obligation to buy) 2.50 2020-12-18 2020-12-18 4 X 0 2200 .26 D 2020-02-13 2020-12-18 Common Stock 220000 0 I See footnote 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. Put options (Obligations to buy) were exercised by the counterparty resulting in Edenbrook Long Only Value Fund, LP and the private fund being required to purchase additional shares at the strike price of the contract. 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. These put option contracts were exercised on December 18, 2020. 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. These put option contracts were exercised on December 18, 2020. Edenbrook Capital, LLC; By: /s/ Jonathan Brolin, Managing Member 2020-12-22 /s/ Jonathan Brolin 2020-12-22 Edenbrook Long Only Value Fund, LP, By: /s/ Jonathan Brolin, Managing Member of Edenbrook Capital Partners, LLC 2020-12-22