Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Ismail Ziad
2. Date of Event Requiring Statement (Month/Day/Year)
04/18/2016
3. Issuer Name and Ticker or Trading Symbol
MARCHEX INC [MCHX]
(Last)
(First)
(Middle)
520 PIKE STREET, SUITE 2000
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Product Officer
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SEATTLE, WA 98101
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Class B Common Stock 142,433
D
 
Class B Common Stock 30,000 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units   (2)   (2) Class B Common Stock 37,500 $ 0 D  
Restricted Stock Units   (3)   (3) Class B Common Stock 30,000 $ 0 D  
Employee Stock Option (right to buy)   (4) 10/17/2021 Class B Common Stock 15,000 $ 8.82 D  
Employee Stock Option (right to buy)   (5) 03/08/2023 Class B Common Stock 80,000 $ 4.04 D  
Employee Stock Option (right to buy)   (6) 04/04/2024 Class B Common Stock 75,000 $ 10.15 D  
Employee Stock Option (right to buy)   (7) 04/01/2025 Class B Common Stock 40,000 $ 4.36 D  
Employee Stock Option (right to buy)   (8) 02/01/2023 Class B Common Stock 15,000 $ 3.83 I By spouse
Employee Stock Option (right to buy)   (9) 04/02/2023 Class B Common Stock 6,804 $ 4.2 I By spouse
Employee Stock Option (right to buy)   (10) 04/04/2024 Class B Common Stock 10,000 $ 10.15 I By spouse

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ismail Ziad
520 PIKE STREET
SUITE 2000
SEATTLE, WA 98101
      Chief Product Officer  

Signatures

Ethan Caldwell, Attorney-in-Fact For: Ziad Ismail 04/22/2016
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Original restricted stock award of 120,000 shares effective March 8, 2013 (the "Restricted Stock Grant Date"), of which 90,000 vested, resulting in 64,258 nonforfeitable shares (net of applicable taxes) being held by the reporting person. The remaining unvested restricted stock award vests on the fourth annual anniversary of the Restricted Stock Grant Date. Fifty percent (50%) of the total restricted stock award not already vested as of the date of a Change in Control (as such term is defined in the restricted stock agreement) will become vested and nonforfeitable upon the occurrence of a Change of Control.
(2) Original restricted stock unit award of 75,000 units effective April 4, 2014 (the "2014 RSU Grant Date"). Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class B Common Stock upon satisfaction of the vesting considerations. 37,500 of such original restricted stock units have vested and were surrendered in exchange for 27,031 shares (net of applicable taxes) of the Issuer's Class B Common Stock. The remaining unvested restricted stock unit award vests in accordance with the following two year vesting schedule: 25% of the total units shall vest on each of the third and fourth annual anniversaries, respectively, of the 2014 RSU Grant Date. Fifty percent (50%) of the total restricted stock units not already vested as of the date of a Change in Control (as such term is defined in the restricted stock unit agreement) will become vested upon the occurrence of a Change of Control.
(3) Original restricted stock unit award of 40,000 units effective April 1, 2015 (the "2015 RSU Grant Date"). Each restricted stock unit represents a contingent right to receive one share of the Issuer's Class B Common Stock upon satisfaction of the vesting considerations. 10,000 of such original restricted stock units have vested and were surrendered in exchange for 7,181 shares (net of applicable taxes) of the Issuer's Class B Common Stock. The remaining unvested restricted stock unit award vests in accordance with the following three year vesting schedule: 25% of the total units shall vest on each of the second, third and fourth annual anniversaries, respectively, of the 2015 RSU Grant Date. Fifty percent (50%) of the total restricted stock units not already vested as of the date of a Change in Control (as such term is defined in the restricted stock unit agreement) will become vested upon the occurrence of a Change of Control.
(4) Immediate exercisability.
(5) Option grant effective March 8, 2013 ("2013 Option Grant Date"). 25% of the options will vest on the first annual anniversary of the 2013 Option Grant Date. Thereafter, 1/12 of the remaining options will vest quarterly for the following three years. Fifty percent (50%) of the total options not already vested as of the date of a Change in Control (as such term is defined in the stock option agreement) will become vested upon the occurrence of a Change of Control.
(6) Option grant effective April 4, 2014 ("2014 Option Grant Date"). 25% of the options will vest on the first annual anniversary of the 2014 Option Grant Date. Thereafter, 1/12 of the remaining options will vest quarterly for the following three years. Fifty percent (50%) of the total options not already vested as of the date of a Change in Control (as such term is defined in the stock option agreement) will become vested upon the occurrence of a Change of Control.
(7) Option grant effective April 1, 2015 ("2015 Option Grant Date"). 25% of the options will vest on the first annual anniversary of the 2015 Option Grant Date. Thereafter, 1/12 of the remaining options will vest quarterly for the following three years. Fifty percent (50%) of the total options not already vested as of the date of a Change in Control (as such term is defined in the stock option agreement) will become vested upon the occurrence of a Change of Control.
(8) Option grant effective February 1, 2013 ("Feb 2013 Option Grant Date"). 25% of the options will vest on the first annual anniversary of the Feb 2013 Option Grant Date. Thereafter, 1/12 of the remaining options will vest quarterly for the following three years.
(9) Option grant effective April 2, 2013 ("Apr 2013 Option Grant Date"). 25% of the options will vest on the first annual anniversary of the Apr 2013 Option Grant Date. Thereafter, 1/12 of the remaining options will vest quarterly for the following three years.
(10) Option grant effective the 2014 Option Grant Date. 25% of the options will vest on the first annual anniversary of the 2014 Option Grant Date. Thereafter, 1/12 of the remaining options will vest quarterly for the following three years.

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