Travis Fairchild, President of Marchex, Inc. (NASDAQ:MCHX), filed an initial statement of beneficial ownership on November 10, 2026, disclosing holdings as of the event date of November 9, 2026.
Key Highlights
- Direct stock holding: Fairchild beneficially owns 244,426 shares of Marchex Class B Common Stock directly.
- Stock option: An employee stock option to buy 60,000 shares of Class B Common Stock at $4.27 per share is exercisable from March 7, 2023 through March 7, 2029, held directly.
- Convertible debt: Fairchild holds $990,991 in 6.0% convertible notes due 2028, convertible into Class B Common Stock at $1.80 per share, with $14,865 in accrued interest reported as of filing.
- Earn-out shares: The filing discloses a potential earn-out of 198,198 additional shares for each of the first and second 12-month periods following the July 1, 2026 closing date, subject to Archenia revenue, Adjusted EBITDA, and integration or customer retention targets.
- Acquisition context: The convertible debt arose from Marchex's acquisition of 100% of Archenia, Inc. on July 1, 2026, pursuant to a stock purchase agreement under which Fairchild acquired the notes from the issuer.
Fairchild's Initial Holdings at Marchex Following Archenia Acquisition
According to the filing, Travis Fairchild submitted a Form 3 as a newly reporting person in his capacity as President of Marchex, Inc. The event requiring the statement occurred on November 9, 2026. The filing identifies Fairchild's direct beneficial ownership of 244,426 shares of Class B Common Stock, along with two derivative securities positions reported in Table II.
The first derivative is an employee stock option granting the right to purchase 60,000 shares of Class B Common Stock at an exercise price of $4.27 per share. According to the filing, the option became exercisable on March 7, 2023 and expires on March 7, 2029. The second derivative is a 6.0% convertible debt instrument due July 1, 2028, convertible into 558,809 shares of Class B Common Stock at $1.80 per share, which the filing states reflects the principal plus accrued interest position.
The filing's explanation of responses states that the convertible debt originated on July 1, 2026, when Marchex acquired 100% of Archenia, Inc.'s capital stock, and Fairchild acquired $990,991 in convertible notes from the issuer under the stock purchase agreement. The notes bear interest at 6% and "are payable in three equal tranches on the 12-, 18-, and 24-month anniversaries" of that closing date. The filing further discloses that Fairchild may receive 198,198 additional shares for each of the first and second 12-month periods after closing, contingent on Archenia meeting specified revenue, Adjusted EBITDA, and integration or customer retention targets, and states that "the right to receive the additional shares pursuant to this earn-out right became fixed and irrevocable on the Closing Date."
What Was Disclosed
Marchex, Inc. President Travis Fairchild filed an initial Form 3 on November 10, 2026, reporting direct ownership of 244,426 Class B shares, a stock option on 60,000 shares at $4.27, and $990,991 in 6% convertible notes from the Archenia acquisition convertible at $1.80 per share.



Please wait processing your request...