Marchex (MCHX) risk factors, FY2025 10-K

FINANCIAL RISKS

1. 01We have largely incurred net losses since our inception, and we may incur net losses in the foreseeable future
2. 02Our five largest customers accounted for approximately 36% of our total revenues for the year ended December 31, 2025. In particular, our customers in the automotive and related services sectors account for a significant portion of our revenue
3. 03Our large customers have substantial negotiating leverage, which may require that we agree to terms and conditions that may have an adverse effect on our business
4. 04If some of our customers experience financial distress or suffer disruptions in their business, their weakened financial position could negatively affect our financial position and results
5. 05We may need additional funding to meet our obligations and to pursue our business strategy. Additional funding may not be available to us and our financial condition could therefore be adversely affected
6. 06Our quarterly results of operations might fluctuate due to seasonality, which could adversely affect our growth rate and in turn the market price of our securities
7. 07If we fail to maintain an effective system of internal controls, we may not be able to accurately report our financial results or prevent fraud, which could harm our brand and operating results
8. 08We may be required to pay additional income, sales, or other taxes

STRATEGIC RISKS

1. 09The markets in which we operate are highly competitive and rapidly changing and we may be unable to compete successfully
2. 10The conversational analytics and solutions market may develop more slowly than expected, which could harm our business
3. 11The AI technology and features we develop and/or incorporate into our solutions include new and evolving technologies that may present both legal and business risksNew
4. 12Our business strategy is evolving and may involve pursuing new lines of business or strategic transactions and investments, some of which may not be successful
5. 13Our acquisitions could divert management’s attention, cause ownership dilution to our stockholders, cause our earnings to decrease and be difficult to integrate
6. 14We may decide to dispose of assets or a business that may no longer help us meet our objectives

OPERATIONAL RISKS

1. 15We depend on being able to secure enough phone numbers and associated telecommunication services to support our customers and other users of our services and any obstacles that we face which prevent us from meeting this demand could adversely affect our business
2. 16Our technical systems are vulnerable to interruption and damage that may be costly and time-consuming to resolve and may harm our business and reputation
3. 17Cybersecurity risks could adversely affect our business and disrupt our operations
4. 18A failure of service by one or more third-party provider(s) of technology, telecommunication or other communication services, software or hardware that we rely on could adversely affect our business and reputation
5. 19If our security measures, including those of our vendors or partners, are breached or are perceived as not being secure, we may lose customers and incur significant legal and financial exposure and suffer an adverse effect on our business

LEGAL AND COMPLIANCE RISKS

1. 20We may not be able to protect our intellectual property rights, which could adversely affect our competitive position
2. 21Despite our efforts to protect our technology and proprietary rights through intellectual property rights, licenses and other contractual protections, unauthorized parties may still copy or otherwise obtain and use our software and other technology
3. 22We may incur liabilities for the activities of our customers and other users of our services, which could adversely affect our business
4. 23We may be subject to intellectual property claims, which could adversely affect our financial condition and ability to use certain critical technologies, divert our resources and management attention from our business operations and create uncertainty about ownership of technology essential to our business
5. 24We provide information and analytics services to our customers and reseller partners. In connection therewith, we obtain certain telecommunications products and services from carriers in order to deliver these packages of information and analytic services
6. 25Our international operations may expose us to telecommunications regulations and data and privacy regulations in the countries where we are operating, and these regulations could negatively affect the viability of our business in those regions
7. 26From time to time, we are subject to claims and litigation, which could seriously harm our business and require us to incur significant costs

GENERAL RISKS

1. 27We are susceptible to general economic conditions, climate change, natural catastrophic events and public health crises, and any resulting negative impacts on our customers could adversely affect our operating results
2. 28The loss of our senior management, including other key personnel, could harm our current and future operations and prospects
3. 29We may have difficulty retaining current personnel as well as attracting and retaining additional qualified, experienced, highly skilled personnel, which could adversely affect the implementation of our business plan
4. 30It may be difficult for us to retain or attract qualified officers and directors, which could adversely affect our business and our ability to maintain the listing of our Class B common stock on the NASDAQ Stock Market
5. 31The trading prices of our Class B common stock have been and are likely to continue to be highly volatile and subject to wide fluctuations and have at times declined significantly
6. 32If securities analysts do not continue to publish research or publish negative research about our business, our stock price and trading volume could decline
7. 33Our founder controls the outcome of stockholder voting, and there may be an adverse effect on the price of our Class B common stock due to the disparate voting rights of our Class A and Class B common stock
8. 34Anti-takeover provisions may limit the ability of another party to acquire us, which could cause our stock price to decline