0000950170-24-038807 | 10-K | XBRL Viewer

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Description of Business and Summary of Significant Accounting Policies and Practices - Allowance for Doubtful Accounts Activity (Detail) - Allowance for Doubtful Accounts [Member] - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Allowance for Doubtful Accounts Receivable [Roll Forward]
Balance at beginning of period	$ 167	$ 266
Charged to costs and expenses	284	26
Write-offs, net of recoveries	331	125
Balance at end of period	$ 120	$ 167

Description of Business and Summary of Significant Accounting Policies and Practices (Tables)

12 Months Ended

Dec. 31, 2023

Fair Value of Cash and Cash Equivalents

The following table provides information about the fair value of our cash and cash equivalents balance:


	Years Ended December 31,
(In Thousands)	2022		2023
Level 1 Assets:
Cash	$	9,020	$	9,510
Money market funds		11,454		5,097
Total cash and cash equivalents	$	20,474	$	14,607

Allowance for Doubtful Accounts and Customer Credit Activity

The allowance for doubtful accounts activity for the periods indicated is as follows:


(In Thousands)	Balance at beginning of period		Charged to costs and expenses		Write-offs, net of recoveries		Balance at end of period
December 31, 2022	$	266	$	26	$	125	$	167
December 31, 2023	$	167	$	284	$	331	$	120

The allowance for customer credits activity for the periods indicated is as follows:


(In Thousands)	Balance at beginning of period		Additions charged against revenue		Credits processed and other		Balance at end of period
December 31, 2022	$	157	$	461	$	534	$	84
December 31, 2023	$	84	$	472	$	445	$	111

Schedules of Concentration of Risk, by Risk Factor

The Company has one customer that represents more than 10% of consolidated revenue for the year ended December 31, 2022 and 2023.


	At December 31,
(In Percentages)	2022			2023
Customer A		10	%		11	%

The Company has one customer that represents more than 10% of consolidated accounts receivable for the year ended December 31, 2022 and 2023.


	At December 31,
(In Percentages)	2022			2023
Customer A		28	%		21	%

Computation of Net Loss Per Share Basic and Diluted

The following table presents the computation of basic net loss per share for the periods ended:


	Years Ended December 31,
	2022						2023
(In Thousands, Except Per Share Amounts)	Class A			Class B			Class A			Class B
Basic net loss per share:
Numerator:
Net loss applicable to common stockholders	$	(889	)	$	(7,356	)	$	(1,084	)	$	(8,826	)
Denominator:
Weighted average number of shares outstanding used to calculate basic net loss per share		4,661			38,560			4,661			37,960
Basic net loss per share applicable to common stockholders	$	(0.19	)	$	(0.19	)	$	(0.23	)	$	(0.23	)

The following table presents the computation of diluted net loss per share for the periods ended:


	Years Ended December 31,
	2022						2023
(In Thousands, Except Per Share Amounts)	Class A			Class B			Class A			Class B
Diluted net loss per share:
Numerator:
Net loss applicable to common stockholders	$	(889	)	$	(7,356	)	$	(1,084	)	$	(8,826	)
Reallocation of net loss for Class A shares as a result of conversion of Class A to Class B shares		—			(889	)		—			(1,084	)
Diluted net loss applicable to common stockholders:	$	(889	)	$	(8,245	)	$	(1,084	)	$	(9,910	)


Denominator:
Weighted average number of shares outstanding used to calculate basic net loss per share		4,661			38,560			4,661			37,960
Conversion of Class A to Class B common shares outstanding		—			4,661			—			4,661
Weighted average number of shares outstanding used to calculate diluted net loss per share		4,661			43,221			4,661			42,621
Diluted net loss per share applicable to common stockholders	$	(0.19	)	$	(0.19	)	$	(0.23	)	$	(0.23	)

Leases - Schedule of Operating and Financing Lease Liabilities (Detail) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Lessee, Operating Lease, Liability, to be Paid, Fiscal Year Maturity [Abstract]
Gross future operating lease payments	$ 1,836
Less: imputed interest	(157)
Present value of total operating lease liabilities	1,679
Less: current portion of operating lease liabilities	$ (462)	$ (1,252)
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Other Accrued Liabilities, Current
Total long-term operating lease liabilities	$ 1,217	$ 385
Gross future financing lease payments	757
Less: imputed interest	(95)
Present value of total financing lease liabilities	662
Less: current portion of financing lease liabilities	$ (210)
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Other Accrued Liabilities, Current
Total long-term financing lease liabilities	$ 452

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Loss from Continuing Operations Before Provision for Income Taxes

The components of loss before provision for income taxes consist of the following (in thousands):


	Years Ended December 31,
(In Thousands)	2022			2023
United States	$	(7,525	)	$	(9,829	)
Foreign		(536	)		13
Loss before provision for income taxes	$	(8,061	)	$	(9,816	)

Provision for Income Taxes

The provision for income taxes consists of the following (in thousands):


	Years Ended December 31,
(In Thousands)	2022		2023
Current federal provision
State	$	58	$	78
Foreign		39		—
Deferred provision (benefit)
Federal		67		25
State		20		(9	)
Total income tax expense	$	184	$	94

Computation of Income Tax Expense (Benefit) from Continuing Operations Using Federal Statutory Rate

The Company’s income tax expense differed from the amounts computed by applying the U.S. federal statutory rate to loss before provision for income taxes as a result of the following:


	Years Ended December 31,
(In Thousands)	2022			2023
.
Income tax benefit at U.S. statutory rate	$	(1,693	)	$	(2,061	)
State taxes, net of valuation allowance		79			(339	)
Foreign tax differential		(150	)		3
Non-deductible transaction costs		16			(29	)
Stock-based compensation (1)		190			101
Gain on CARES Act loan		32			—
Valuation allowance		1,815			2,307
Tax credits		(237	)		(282	)
Other expenses		132			394
Total income tax expense	$	184		$	94

(1) Includes non-deductible stock-based compensation and excess tax benefits and shortfalls from stock-based compensation.

Schedule of Deferred Tax Assets and Liabilities

The tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are presented below and reflects the 21% U.S. federal statutory rate for 2022 and 2023 (in thousands):


	Years Ended December 31,
(In Thousands)	2022			2023
Deferred tax assets:
Accrued liabilities not currently deductible	$	434		$	559
Intangible assets- excess of financial statement over tax amortization		3,341			2,096
Stock-based compensation		675			741
Federal net operating and capital losses		35,724			42,774
State, local and foreign net operating and capital loss carryforwards		5,326			—
Research & experimental tax and other credit carryforwards		5,421			5,612
Lease liability		426			416
Capitalized research and development		1,054			1,764
Other		460			337
Gross deferred tax assets		52,861			54,299
Valuation allowance		(51,795	)		(54,105	)
Net deferred tax assets	$	1,066		$	194
Deferred tax liabilities:
Intangible assets-excess of tax over financial statement amortization		(1,107	)		—
Right-of-use lease asset		(192	)		(404	)
Other		—			(39	)
Net deferred tax liabilities	$	(233	)	$	(249	)

Summary of Activity Related to Tax Contingencies Recorded As an Offset to Deferred Tax Assets

The following table summarizes activity related to tax contingencies from January 1, 2022 to December 31, 2023 which are recorded as an offset to deferred tax assets (in thousands):


(In Thousands)
Gross tax contingencies—January 1, 2022	$	1,382
Gross increases to current period tax positions		2
Gross decreases to tax positions associated with prior periods		—
Gross tax contingencies—December 31, 2022		1,384
Gross increases to current period tax positions		25
Gross tax contingencies—December 31, 2023	$	1,409

Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands	Total	Class A	Class B	Common Stock Class A	Common Stock Class B	Treasury Stock, Common	Additional Paid-in Capital	Accumulated Deficit
Beginning Balance at Dec. 31, 2021	$ 51,502			$ 49	$ 374		$ 354,155	$ (303,076)
Beginning Balance (in shares) at Dec. 31, 2021				4,661	37,391	(23)
Issuance of common stock upon exercise of options, issuance and vesting of restricted stock and under employee stock purchase plan, net	39				$ 6		33
Issuance of common stock upon exercise of options, issuance and vesting of restricted stock and under employee stock purchase plan, net (in shares)					654
Stock-based compensation from options and restricted stock, net of forfeitures	2,646						2,646
Repurchase and retirement of treasury stock (in shares)					(23)	23
Issuance of Class B common stock in connection with prior deferred issuance from acquisition					$ 5		(5)
Issuance of Class B common stock in connection with prior deferred issuance from acquisition (in shares)					475
Settlement of a contractual obligation	(1,830)						(1,830)
Net Income (Loss)	(8,245)							(8,245)
Ending Balance at Dec. 31, 2022	44,112			$ 49	$ 385		354,999	(311,321)
Ending Balance (in shares) at Dec. 31, 2022		4,661	38,497	4,661	38,497
Issuance of common stock upon exercise of options, issuance and vesting of restricted stock and under employee stock purchase plan, net	27				$ 3		24
Issuance of common stock upon exercise of options, issuance and vesting of restricted stock and under employee stock purchase plan, net (in shares)					398
Stock-based compensation from options and restricted stock, net of forfeitures	1,643						1,643
Repurchase and retirement of treasury stock	(2)				$ (2)
Repurchase and retirement of treasury stock (in shares)					(234)
Net Income (Loss)	(9,910)							(9,910)
Ending Balance at Dec. 31, 2023	$ 35,870			$ 49	$ 386		$ 356,666	$ (321,231)
Ending Balance (in shares) at Dec. 31, 2023		4,661	38,662	4,661	38,661

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Cash flows from operating activities:
Net loss applicable to common stockholders	$ (9,910)	$ (8,245)
Adjustments to reconcile net loss to net cash provided by operating activities:
Amortization and depreciation	3,873	4,033
Allowance for doubtful accounts and customer credits	641	906
Deferred income taxes		43
Stock-based compensation	2,393	2,646
Gain (or loss) on disposal of fixed assets	178
Change in certain assets and liabilities:
Accounts receivable, net	360	(1,280)
Prepaid expenses, other current assets, and other assets	1,152	73
Accounts payable	(1,255)	675
Accrued expenses and other current liabilities	(1,658)	(510)
Deferred revenue and deposits	(169)	(633)
Net cash used in operating activities	(4,395)	(2,292)
Cash flows from investing activities:
Purchases of property and equipment	(1,377)	(2,865)
Proceeds from sales of property and equipment	65
Net cash (used in) provided by investing activities	(1,312)	(2,865)
Cash flows from financing activities:
Settlement of a contractual obligation		(1,495)
Finance lease principal payments	(185)
Proceeds from exercises of stock options, issuance and vesting of restricted stock and employee stock purchase plan, net	25	40
Net cash used in financing activities	(160)	(1,455)
Net decrease in cash and cash equivalents	(5,867)	(6,612)
Cash and cash equivalents at beginning of period	20,474	27,086
Cash and cash equivalents at end of period	14,607	20,474
Supplemental disclosure of cash flow information:
Foreign government paycheck assistance and rent subsidies (operating activities)		10
Cash paid for operating leases (operating activities)	1,549	1,648
Cash paid during the period for income taxes, net of refunds	$ 70	55
Supplemental disclosure of non-cash investing and financing activities:
Settlement of a contractual obligation		$ 335

Provision for Income Taxes (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Current federal provision
State	$ 78	$ 58
Foreign		39
Deferred provision (benefit)
Federal	25	67
State	(9)	20
Total income tax expense	$ 94	$ 184

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Amortization of intangible assets from acquisitions	$ 1,987	$ 2,124
Related Party
Support services fee	1,524	6,398
Service Costs
Amortization of intangible assets from acquisitions	467	467
Service Costs \| Related Party
Support services fee	1,115	2,648
Sales and Marketing
Amortization of intangible assets from acquisitions	1,520	1,657
Sales and Marketing \| Related Party
Support services fee	90	742
General and Administrative \| Related Party
Support services fee	147	1,396
Product Development \| Related Party
Support services fee	$ 172	$ 1,612

Leases (Tables)

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Schedule of Lease Cost Recognized in Consolidated Statement of Operations and Other Information

Lease cost recognized in the Company’s Consolidated Statements of Operations and other information is summarized as follows:


	Years Ended December 31,
(In Thousands)	2022			2023
Operating lease cost	$	1,943		$	1,067
Short-term operating lease cost		202			182
Total operating lease cost		2,145			1,249
Other information:
Weighted-average remaining lease term - operating leases	1.2 years			3.6 years
Weighted-average discount rate - operating leases (1)		4.6	%		6.7	%

(1) The discount rate used to compute the present value of the total lease liabilities as of December 31, 2022 and 2023 was based on the Company’s estimated incremental borrowing rate of similar secured borrowings available to the Company as of the commencement date of lease.

Schedule of Operating and Financing Lease Liabilities

As of December 31, 2023 the Company’s operating and financing lease liabilities were as follows:


(In Thousands)	Operating Leases			Finance Leases
Gross future lease payments	$	1,836		$	757
Less: imputed interest		(157	)		(95	)
Present value of total lease liabilities		1,679			662
Less: current portion of lease liabilities		(462	)		(210	)
Total long-term lease liabilities	$	1,217		$	452

Deferred Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Deferred tax assets:
Accrued liabilities not currently deductible	$ 559	$ 434
Intangible assets- excess of financial statement over tax amortization	2,096	3,341
Stock-based compensation	741	675
Federal net operating and capital losses	42,774	35,724
State, local and foreign net operating and capital loss carryforwards		5,326
Research & experimental tax and other credit carryforwards	5,612	5,421
Lease liability	416	426
Capitalized research and development	1,764	1,054
Other	337	460
Gross deferred tax assets	54,299	52,861
Valuation allowance	(54,105)	(51,795)
Net deferred tax assets	194	1,066
Deferred tax liabilities:
Intangible assets-excess of tax over financial statement amortization		(1,107)
Right-of-use lease asset	(404)	(192)
Other	(39)
Net deferred tax liabilities	$ (249)	$ (233)

401(k) Savings Plan

12 Months Ended

Dec. 31, 2023

Retirement Benefits [Abstract]

401(k) Savings Plan

Note 7: 401(k) Savings Plan

The Company maintains voluntary defined contribution plans, which are qualified, covering employees that meet eligibility requirements. Eligible employees may elect to defer and contribute a portion of their eligible compensation to the plans, not to exceed the dollar amounts set by applicable laws. In 2022 and 2023, cash contributions were made in the amount of $0.2 million and $0.2 million respectively.

- Definition

The entire disclosure for retirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 715
-SubTopic 70
-Name Accounting Standards Codification
-Section 50
-Paragraph 1
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480794/715-70-50-1

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Topic 715
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-URI https://asc.fasb.org//1943274/2147480482/715-20-55-17

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://www.xbrl.org/2003/role/disclosureRef
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
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Reference 8: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/disclosureRef
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Reference 10: http://www.xbrl.org/2003/role/disclosureRef
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Reference 11: http://www.xbrl.org/2003/role/disclosureRef
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Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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Reference 14: http://www.xbrl.org/2003/role/disclosureRef
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-Publisher FASB
-URI https://asc.fasb.org//1943274/2147480266/715-60-50-3

+ Details

Commitments and Contingencies - Additional Information (Detail) $ in Millions	Oct. 21, 2022 USD ($)
Share Purchase Agreement
Loss Contingencies [Line Items]
Loss contingency, maximum earnout amount	$ 3.0
Escrow Agreement
Loss Contingencies [Line Items]
Loss contingency, maximum earnout amount	$ 1.0

Description of Business and Summary of Significant Accounting Policies and Practices - Additional Information (Detail) shares in Thousands	12 Months Ended
	Dec. 31, 2023 USD ($) Entity shares	Dec. 31, 2022 USD ($) shares
Description Of Business And Summary Of Significant Accounting Policies And Practices [Line Items]
Property and equipment, estimated useful lives	3 years
Capitalized software development costs	$ 400,000	$ 1,400,000
Lease term (in months)	12 months
Goodwill	$ 17,558,000	17,558,000
Impairment	0	0
Revenue recognized	1,300,000	1,100,000
Allowances for customer credits	111,000	84,000
Revenue recognized but not yet invoiced (unbilled AR)	1,500,000	2,100,000
Deferred revenue	$ 1,200,000	1,400,000
Revenue, Practical expedient description terms	The majority of the Company’s total revenue is derived from contracts that include consideration that is variable in nature. The variable elements of these contracts primarily include the number of transactions (for example, the number qualified phone calls). For contracts with an effective term greater than one year, the Company applies the standard’s practical expedient that permits the exclusion of disclosure of the value of unsatisfied performance obligations for these contracts as the Company’s right to consideration corresponds directly to the value provided to the customer for services completed to date and all future variable consideration is allocated to wholly unsatisfied performance obligations. A term for purposes of these contracts has been estimated at 24 months. In addition, the Company applies the standard’s optional exemption to disclose information about performance obligations for contracts that have original expected terms of one year or less.
Advertising costs	$ 700,000	$ 900,000
Number of financial institution \| Entity	2
Equity Option \| Class B
Description Of Business And Summary Of Significant Accounting Policies And Practices [Line Items]
Anti-dilutive shares \| shares	5,367	3,766
Restricted Stock \| Class B
Description Of Business And Summary Of Significant Accounting Policies And Practices [Line Items]
Anti-dilutive shares \| shares	720	1,105
Restricted Stock Units
Description Of Business And Summary Of Significant Accounting Policies And Practices [Line Items]
Anti-dilutive shares \| shares	63	535
Customer Relationships
Description Of Business And Summary Of Significant Accounting Policies And Practices [Line Items]
Estimated life	24 months
Customer Contracts
Description Of Business And Summary Of Significant Accounting Policies And Practices [Line Items]
Deferred contract costs, net	$ 300,000	$ 200,000
Amortization associated with deferred contract costs	$ 1,600,000	$ 1,500,000
Maximum \| Customer Contracts
Description Of Business And Summary Of Significant Accounting Policies And Practices [Line Items]
Threshold amortization period when company obtains a contact	1 year
Leasehold Improvements \| Minimum
Description Of Business And Summary Of Significant Accounting Policies And Practices [Line Items]
Property and equipment, estimated useful lives	5 years
Leasehold Improvements \| Maximum
Description Of Business And Summary Of Significant Accounting Policies And Practices [Line Items]
Property and equipment, estimated useful lives	8 years
Software and Software Development Costs
Description Of Business And Summary Of Significant Accounting Policies And Practices [Line Items]
Estimated life	3 years

Description of Business and Summary of Significant Accounting Policies and Practices - Fair Value of Cash and Cash Equivalents (Detail) - Level 1 [Member] - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Total cash and cash equivalents	$ 14,607	$ 20,474
Cash
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Total cash and cash equivalents	9,510	9,020
Mutual Fund
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items]
Total cash and cash equivalents	$ 5,097	$ 11,454

Interest Income (Expense) and Other, Net - Summary of Interest Income (Expense) and Other, Net (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Other Income and Expenses [Abstract]
Interest Income	$ 319	$ 97
Interest Expense	(282)
Foreign Currency	(11)	2
Other	(199)	(11)
Total	$ (173)	$ 88

- Definition

Amount of the cost of borrowed funds accounted for as interest expense.

+ References + Details

Stockholders Equity - Summary Restricted Stock Awards and Restricted Stock Units Activity (Detail) - Restricted Stock	12 Months Ended
	Dec. 31, 2023 $ / shares shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unvested Shares, Beginning Balance \| shares	1,640,000
Granted, Shares \| shares	333,000
Vested, Shares \| shares	(535,000)
Forfeited, Shares \| shares	(656,000)
Unvested Shares, Ending Balance \| shares	782,000
Weighted average grant date fair value, Beginning Balance \| $ / shares	$ 2.27
Granted, Weighted average grant date fair value \| $ / shares	1.84
Vested, Weighted average grant date fair value \| $ / shares	2.33
Forfeited, Weighted average grant date fair value \| $ / shares	2.61
Weighted average grant date fair value, Ending Balance \| $ / shares	$ 1.94

Loss from Continuing Operations Before Provision for Income Taxes (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
United States	$ (9,829)	$ (7,525)
Foreign	(13)	(536)
Loss before provision for income taxes	$ (9,816)	$ (8,061)

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 944
-SubTopic 220
-Name Accounting Standards Codification
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(11))
-Publisher FASB
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

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-Name Accounting Standards Codification
-Section 50
-Paragraph 30
-Subparagraph (b)
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-Subparagraph (f)
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-Paragraph 1
-Subparagraph (SX 210.9-05(b)(2))
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+ Details

Stockholders Equity - Additional Information (Detail)	1 Months Ended			12 Months Ended
Stockholders Equity - Additional Information (Detail)	Oct. 31, 2023 USD ($)	Dec. 31, 2019 USD ($) shares	Nov. 30, 2018 USD ($) shares	Dec. 31, 2023 USD ($) Vote $ / shares shares	Dec. 31, 2022 USD ($) $ / shares shares	Jan. 01, 2023 shares	Jan. 01, 2022 shares	Nov. 30, 2014 shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Preferred stock, shares authorized				1,000,000
Total number of shares of all class of capital stock authority to issue				138,500,000
Common stock, shares authorized				137,500,000	137,500,000
Common stock, par value \| $ / shares				$ 0.01	$ 0.01
Preferred stock, par value \| $ / shares				$ 0.01
Payment to former employee \| $				$ 2,392,000	$ 2,646,000
Income tax benefit related to stock-based compensation \| $				$ 0	$ 0
Stock incentive plan, shares for granted				16,652,000	16,599,000
Options granted with exercise prices less than current market value, Shares				0	0
Income tax benefit related to stock-based compensation included in net loss \| $				$ 0	$ 0
Common stock dividend payments \| $				0	0
Unrecognized stock option compensation not yet recognized \| $				$ 2,800,000
Settlement of a contractual obligation \| $					$ 1,495,000
Equity Option
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized compensation cost, weighted average recognition period				3 years 3 months 18 days
Restricted Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized compensation cost, weighted average recognition period				2 years
Unrecognized compensation expense \| $				$ 800,000
Stock Incentive Plan 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock incentive plan, shares authorized						1,294,725	1,261,566
Stock incentive plan, annual increase as a percentage of outstanding common stock				3.00%
Stock incentive plan, options term				10 years
Stock incentive plan, options annual vesting percentage				25.00%
Stock incentive plan, vesting period				4 years
Stock Incentive Plan 2021 \| Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock incentive plan, options annual vesting percentage				25.00%
Stock incentive plan, vesting period				4 years
Employee Stock Purchase Plan Twenty Fourteen
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock incentive plan, shares authorized				225,000
Percentage of compensation eligible for purchase of stock				15.00%
Maximum value of stock employee is permitted to purchase in any calendar year \| $				$ 25,000
Stock purchased by eligible employee				15,174	18,721
Maximum \| Stock Incentive Plan 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock incentive plan, shares authorized						6,056,291
Maximum \| Stock Incentive Plan 2021 \| Equity Option
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock incentive plan, shares authorized				3,500,000
Stock incentive plan, shares for granted				3,500,000
Maximum \| Employee Stock Purchase Plan Twenty Fourteen
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock purchased by eligible employee, price per share \| $ / shares				$ 2.01	$ 2.18
Minimum \| Employee Stock Purchase Plan Twenty Fourteen
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock purchased by eligible employee, price per share \| $ / shares				$ 1.29	$ 1.25
Callcap Acquisition
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Business acquisition, percentage of voting interests acquired			100.00%
Cash paid for business acquisition \| $			$ 25,000,000		$ 1,500,000
Consideration agreed to transfer \| $					$ 335,000
Shares issued in exchange for settling contractual obligation					1,340,000
Interestincome (expense) and other, net \| $				$ (193,000)
Consideration settled obligation \| $	$ 335,000
Transfer equipment book value \| $	593,000
Consideration received in cash \| $	$ 65,000
Sonar Acquisition
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Payment to former employee \| $				$ 750,000
Business acquisition, percentage of voting interests acquired		100.00%
Cash paid for business acquisition \| $		$ 8,500,000
Class B
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, shares issued				38,662,000	38,497,000
Common stock, shares authorized				125,000,000	125,000,000
Votes per share \| Vote				1
Number of shares authorized to be repurchased								3,000,000
Class B \| Employee Stock Purchase Plan Twenty Fourteen
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock purchase price as a percentage of fair value				95.00%
Class B \| Maximum \| Stock Incentive Plan 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock incentive plan, shares authorized				2,000,000
Class B \| Callcap Acquisition
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock issued during the period, shares			3,400,000
Common stock issuance period			4 years
Class B \| Sonar Acquisition
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock issued during the period, shares		1,000,000
Common stock issuance period		3 years
Class B \| Sonar Acquisition \| Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Future earnout consideration, shares		389,000
Class A
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Common stock, shares issued				4,661,000	4,661,000
Common stock, shares authorized				12,500,000	12,500,000
Votes per share \| Vote				25

Leases - Schedule of Lease Cost Recognized in Consolidated Statement of Operations and Other Information (Detail) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Lease, Cost [Abstract]

Operating lease cost

$ 1,067

$ 1,943

Short-term operating lease cost

182

202

Total operating lease cost

$ 1,249

$ 2,145

Other information:

Weighted-average remaining lease term - operating leases

3 years 7 months 6 days

1 year 2 months 12 days

Weighted-average discount rate - operating leases

^[1]

6.70%

4.60%

[1]

The discount rate used to compute the present value of the total lease liabilities as of December 31, 2022 and 2023 was based on the Company’s estimated incremental borrowing rate of similar secured borrowings available to the Company as of the commencement date of lease.

Assets under finance leases, which primarily represent computer equipment, are included in Other assets, net, with the related liabilities included in Lease liability current, and Finance lease, noncurrent on the Company's Consolidated Balance Sheets.

Stockholders' Equity (Tables)

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Stock-based Compensation Expense Included in Operating Expense

Stock-based compensation expense was included in the following operating expense categories:


	Years Ended December 31,
(In Thousands)	2022		2023
Service costs	$	171	$	2
Sales and marketing		796		663
Product development		293		114
General and administrative		1,386		1,613
Total stock-based compensation	$	2,646	$	2,392

Stock-based compensation expense as reported in the Consolidated Statements of Operations for the year ended December 31, 2023, varies from the reported Stock-based compensation from options and restricted stock, net of forfeitures in the Consolidated Statements of Stockholders’ Equity for the year ended December 31, 2023, because of a reclassification of a $750.0 thousand payment owed to a former employee in connection with the Sonar acquisition. This payment was to be made, at the Company's election, in any mix of cash or restricted stock. The Company had previously determined its intent and ability to settle this obligation in restricted stock; however, in December 2023, the Company chose to settle in cash, resulting in a reclassification of this payment obligation from Additional paid-in capital to Other accrued expenses and current liabilities in the Consolidated Statements of Balance Sheets. This caused a decrease to Stock-based compensation from options and restricted stock, net of forfeitures in the Consolidated Statements of Stockholders’ Equity, with no corresponding decrease in stock-based compensation as reported in the Consolidated Statements of Operations, for the year ended December 31, 2023.

Assumptions to Estimate Fair Value for Stock Options at Grant Date

The following assumptions were used in determining the fair value of time-vested stock options granted for the periods indicated:


	Years Ended December 31,
	2022	2023
Expected life (in years)	4.00 - 6.25	4.00 - 6.25
Risk-free interest rate	2.41% - 4.30%	3.86% - 3.93%
Expected volatility	51% - 63%	57% - 64%
Weighted average expected volatility	55%	57%

Stock Option, Restricted Stock Award, and Restricted Stock Unit Activity

Stock option, restricted stock award, and restricted stock unit activity during the period is as follows:


	Options and Restricted Stock available for grant (in thousands)	Number of options outstanding (in thousands)	Weighted average exercise price of options	Weighted average remaining contractual term (in years)	Aggregate intrinsic value (in thousands)
Balance at December 31, 2022	16,599	3,796	$3.14	6.67	$10
Increase to pool January 1, 2023	1,300
Options granted	(3,299)	3,328	$1.67
Restricted stock granted	(333)	—
Restricted stock forfeited	656	—
Options exercised	—	—
Options expired	1,115	(1,115)	$3.62
Options forfeited	614	(614)	$2.49
Balance at December 31, 2023	16,652	5,395	$2.21	7.39	$1
Options exercisable at December 31, 2023		1,674	$3.31	5.40	$1

Information related to stock compensation activity during the period indicated is as follows:


	Years Ended December 31,
	2022		2023
Weighted average fair value of options granted	$	1.06	$	0.92
Intrinsic value of options exercised (in thousands)	$	—
Total grant date fair value of restricted stock vested (in thousands)	$	1,321	$	3,037

Summary of Restricted Stock Awards and Restricted Stock Units

Restricted stock awards and restricted stock unit activity during the period is as follows:


	Shares/ Units (In Thousands)			Weighted Average Grant Date Fair Value
Unvested at December 31, 2022		1,640		$	2.27
Granted		333			1.84
Vested		(535	)		2.33
Forfeited		(656	)		2.61
Unvested at December 31, 2023		782			1.94

Property and Equipment (Detail) - USD ($)
$ in Thousands

Dec. 31, 2023

Dec. 31, 2022

Property, Plant and Equipment [Line Items]

Property and equipment, gross

^[1]

$ 3,996

$ 22,434

Less: accumulated depreciation and amortization

^[1]

(1,598)

(18,384)

Property and equipment, net

^[1]

2,398

4,050

Computer and Other Related Equipment

Property, Plant and Equipment [Line Items]

Property and equipment, gross

^[1]

1,012

14,939

Purchased and Internally Developed Software

Property, Plant and Equipment [Line Items]

Property and equipment, gross

^[1]

2,699

3,090

Furniture and Fixtures

Property, Plant and Equipment [Line Items]

Property and equipment, gross

^[1]

260

1,273

Leasehold Improvements

Property, Plant and Equipment [Line Items]

Property and equipment, gross

^[1]

1,732

Construction in Progress

Property, Plant and Equipment [Line Items]

Property and equipment, gross

^[1]

$ 25

$ 1,400

[1]	Includes the original cost of fully depreciated fixed assets which was $13.6 million at December 31, 2022.

Stockholders Equity - Assumptions to Estimate Fair Value for Stock Options at Grant Date (Detail) - Time Vested Stock Options	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Risk-free interest rate, minimum	3.86%	2.41%
Risk-free interest rate, maximum	3.93%	4.30%
Expected volatility, minimum	57.00%	51.00%
Expected volatility, maximum	64.00%	63.00%
Weighted average expected volatility	57.00%	55.00%
Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected life (in years)	6 years 3 months	6 years 3 months
Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Expected life (in years)	4 years	4 years

Description of Business and Summary of Significant Accounting Policies and Practices

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Description of Business and Summary of Significant Accounting Policies and Practices

Note 1: Description of Business and Summary of Significant Accounting Policies and Practices

(a) Description of Business and Basis of Presentation

Marchex, Inc. (the “Company”) was incorporated in the state of Delaware on January 17, 2003. The Company is a conversation intelligence company that harnesses the power of AI and conversational intelligence to provide actionable insights aligned with prescriptive vertical market data analytics, driving operational excellence and revenue acceleration. Marchex enables executive, sales and marketing teams to optimize customer journey experiences across all communication channels. Through our prescriptive analytics solutions, we enable the alignment of enterprise strategy, empowering businesses to increase revenue through informed decision-making and strategic execution.

Divestiture

In October 2020, the Company sold its interests in certain assets related to its Local Leads Platform, Call Marketplace and other assets not related to core conversational analytics and sales engagement solutions. In connection with the divestiture, the Company entered into an administrative support services agreement with the related party purchaser pursuant to which the Company will provide services to the related party purchaser for a support service fee. See Note 10: Divestiture Support Services Agreement of the Notes to the Consolidated Financial Statements for additional information.

Basis of Presentation

The accompanying Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP"). The preparation of our Consolidated Financial Statements requires management to make estimates and assumptions that affect the amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. The Company has used estimates related to several financial statement amounts, including revenues, allowance for doubtful accounts, useful lives for property and equipment and intangible assets, valuation of intangible assets, the fair value of stock options awards, the impairment of goodwill, and the valuation allowance for deferred tax assets. Actual results could differ from those estimates.

(b) Cash and Cash Equivalents

The Company considers all highly liquid investments with an original maturity of three months or less at the date of purchase to be cash equivalents. Cash equivalents consist primarily of money market funds.

The Company had the following financial instruments as of December 31, 2022 and 2023: cash and cash equivalents, accounts receivable, accounts payable, and accrued liabilities. The carrying value of these financial instruments approximates their fair value based on the liquidity of these financial instruments and their short-term nature. Further, these financial instruments are considered at Level 1 fair value with observable inputs that reflect quoted prices for identical assets or liabilities in active markets. The following table provides information about the fair value of our cash and cash equivalents balance:


	Years Ended December 31,
(In Thousands)	2022		2023
Level 1 Assets:
Cash	$	9,020	$	9,510
Money market funds		11,454		5,097
Total cash and cash equivalents	$	20,474	$	14,607

Assets, liabilities, and operations of foreign subsidiaries are recorded based on the functional currency of the entity. For a majority of our foreign operations, the functional currency is the U.S. dollar. Assets and liabilities denominated in other than the functional currency is remeasured each month with the remeasurement gain or loss recorded in Interest income (expense) and other, net in the Consolidated Statements of Operations.

(d) Accounts Receivable

Accounts receivable are recorded at the invoiced amount and do not bear interest. Accounts receivable balances are presented net of allowance for doubtful accounts.

Allowance for Doubtful Accounts

The allowance for doubtful accounts is the Company’s best estimate of the amount of expected credit losses in existing accounts receivable. The Company determines the allowance based on analysis of historical bad debts, customer concentrations, customer creditworthiness and current economic trends. Past due balances over 90 days and specific other balances are reviewed individually for collectability. The Company reviews accounts for collectability and the allowance for adequacy quarterly. Account balances are written off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote.

The allowance for doubtful accounts activity for the periods indicated is as follows:


(In Thousands)	Balance at beginning of period		Charged to costs and expenses		Write-offs, net of recoveries		Balance at end of period
December 31, 2022	$	266	$	26	$	125	$	167
December 31, 2023	$	167	$	284	$	331	$	120

Allowance for Customer Credits

The allowance for customer credits is the Company’s best estimate of the amount of expected future reductions in customers’ payment obligations related to delivered services. The Company determines the allowance for customer credits based on analysis of historical credits and expected revenue adjustments.

The allowance for customer credits activity for the periods indicated is as follows:


(In Thousands)	Balance at beginning of period		Additions charged against revenue		Credits processed and other		Balance at end of period
December 31, 2022	$	157	$	461	$	534	$	84
December 31, 2023	$	84	$	472	$	445	$	111

(e) Property and Equipment

Property and equipment are stated at cost. Depreciation on computers and other related equipment, purchased and internally developed software, and furniture and fixtures are calculated on the straight-line method over the estimated useful lives of the assets, generally averaging three years. Leasehold improvements are amortized straight-line over the shorter of the lease term or estimated useful lives of the assets generally ranging from five to eight years.

We capitalize certain software development costs incurred in connection with developing or obtaining computer software for internal use when both the preliminary project stage is completed, and it is probable that the software will be used as intended. Capitalized software costs include (i) external direct costs of materials and services utilized in developing computer software, (ii) compensation and related benefits for employees who are directly associated with the software projects. Capitalized software costs are amortized on a straight-line basis when placed into service over the estimated useful life of the software, generally averaging three years. We capitalized software development costs of $1.4 million and $0.4 million for the year ended December 31, 2022 and 2023, respectively.

(f) Leases

The Company determines whether an arrangement is a lease or contains a lease at inception of the arrangement. For arrangements considered leases, the Company assesses the lease for finance or operating classification and records a right-of-use asset and lease liability as of the commencement date. Finance leases are recorded on the Company's Consolidated Balance Sheets and interest is recognized and presented separately in Interest income (expense) and other on the Company's Consolidated Statements of Operations. Operating lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. Right-of-use assets which represent the Company’s right to use the underlying asset for the lease term are amortized over the shorter of the useful life of the asset and the lease term. Operating leases with an initial term of 12 months or less are not recorded on the Company's Consolidated Balance Sheets.

(g) Goodwill

Goodwill represents the excess of the purchase price over the fair value of identifiable assets acquired and liabilities assumed in business combinations accounted for under the purchase method, net of recognized impairment.

Goodwill acquired in a purchase business combination is not amortized, but instead tested for impairment at least annually on November 30, and is tested for impairment more frequently if events and circumstances indicate that the asset might be impaired.

(h) Impairment or Disposal of Long-Lived Assets

The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If such assets are considered to be impaired, the impairment to be recognized is measured by the amount by which the carrying amount of the assets exceeds fair value. Assets to be disposed of would be separately presented on the Company's Consolidated Balance Sheets and reported at the lower of their carrying amount or fair value less costs to sell, and no longer depreciated. No impairment was recognized in either 2022 or 2023.

(i) Revenue Recognition

We generate the majority of our revenues from conversational intelligence product offerings. Customers typically receive the benefit of the Company’s services as they are performed and substantially all the Company’s revenue is recognized over time as the services are performed.

Revenue is recognized when a customer obtains control of services in an amount that reflects the consideration the Company expects to receive in exchange for those services. The Company measures revenue based on the consideration specified in the customer arrangement, and revenue is recognized when the performance obligations in the customer arrangement are satisfied. A performance obligation is a promise in a contract to transfer a distinct service or product to the customer. The transaction price of a contract is allocated to each distinct performance obligation and recognized as revenue when or as the customer receives the benefit of the performance obligation.

The Company’s AI-powered conversational analytics technology platform provides data and insights into the conversations our clients are having with their customers across phone, text and other communication channels. Our tools enable brands to personalize customer interactions in order to accelerate sales and capture more opportunities to grow their business. The Company generates revenue from the Company’s conversational analytics technology platform when customers pay the Company a fee for call, text, or other communication related data element they receive from calls or texts or for each phone number tracked based on a pre-negotiated rate. Revenue is recognized as services are provided over time, which is generally measured by the delivery of each call/text or call/text related data element or each phone number tracked.

The majority of the Company’s customers are invoiced on a monthly basis following the month of the delivery of services and are required to make payments under standard credit terms. The Company establishes an allowance for customer credits, which is included in Accounts receivable, net in the Company's Consolidated Balance Sheets, using its best estimate of the amount of expected future reductions in customers’ payment obligations related to delivered services based on analysis of historical credits and expected revenue adjustments. The balance associated with the allowance for customer credits in the Company’s Consolidated Balance Sheet was $84.0 thousand and $111.0 thousand as of December 31, 2022 and 2023, respectively. The revenue recognized but not yet invoiced (unbilled AR) in the Company's Consolidated Balance Sheets was $2.1 million and $1.5 million as of December 31, 2022 and 2023. Customer payments received in advance of revenue recognition are considered contract liabilities and are recorded as deferred revenue. The deferred revenue balance in the Company’s Consolidated Balance Sheets as of December 31, 2022 and 2023, was $1.4 million and $1.2 million, respectively. During the year ended December 31, 2022 and 2023, revenue recognized that was included in the contract liabilities balances at the beginning of the period was $1.1 million and $1.3 million, respectively.

The majority of the Company’s total revenue is derived from contracts that include consideration that is variable in nature. The variable elements of these contracts primarily include the number of transactions (for example, the number qualified phone calls). For contracts with an effective term greater than one year, the Company applies the standard’s practical expedient that permits the exclusion of disclosure of the value of unsatisfied performance obligations for these contracts as the Company’s right to consideration corresponds directly to the value provided to the customer for services completed to date and all future variable consideration is allocated to wholly unsatisfied performance obligations. A term for purposes of these contracts has been estimated at 24 months. In addition, the Company applies the standard’s optional exemption to disclose information about performance obligations for contracts that have original expected terms of one year or less.

For arrangements that include multiple performance obligations, the transaction price from the arrangement is allocated to each respective performance obligation based on its relative standalone selling price and recognized when revenue recognition criteria for each performance obligation are met. The standalone selling price for each performance obligation is established based on the sales price at which the Company would sell a promised good or service separately to a customer or the estimated standalone selling price.

The Company’s incremental direct costs of obtaining a contract, which consist primarily of sales commissions, are generally deferred and amortized to sales and marketing expense over the estimated life of the relevant customer relationship of approximately 24 months and are subject to being monitored every period to reflect any significant change in assumptions. In addition, the deferred contract cost asset is assessed for impairment on a periodic basis. The Company’s contract acquisition costs are included in other assets, net in the Company's Consolidated Balance Sheets. The Company is applying the standard’s practical expedient permitting expensing of costs to obtain a contract when the expected amortization period is one year or less, which typically results in expensing commissions paid to acquire certain contracts. As of December 31, 2022 and 2023, the Company had $0.2 million and $0.3 million of net deferred contract costs, respectively, and the accumulated amortization associated with these costs was $1.5 million and $1.6 million for the year ended December 31, 2022 and 2023, respectively.

(j) Service Costs

Our service costs represent the cost of providing our services to our customers. These costs primarily consist of telecommunication costs, including the use of phone numbers relating to our services; colocation service charges of our network equipment; bandwidth and software license fees; network operations; and payroll and related expenses of personnel, including stock based compensation.

(k) Advertising Expenses

Advertising costs are expensed as incurred and include mobile and online advertising and related outside marketing activities, including sponsorships and trade shows. Such costs are included in sales and marketing. Advertising costs were approximately $0.9 million and $0.7 million for the years ended December 31, 2022 and 2023 respectively.

(l) Product Development

Product development costs consist primarily of expenses incurred by the Company in the research and development, creation, and enhancement of the Company’s products and services. Research and development costs are expensed as incurred and include compensation and related expenses, costs of computer hardware and software, and costs incurred in developing features and functionality of the services. For the periods presented, substantially all of the product development expenses are research and development. Product development costs are expensed as incurred or capitalized into property and equipment in accordance with FASB ASC Topic 350, Intangibles – Goodwill and Other. FASB ASC Topic 350 requires that cost incurred in the preliminary project and post-implementation stages of an internal use software project be expensed as incurred and that certain costs incurred in the application development stage of a project be capitalized.

(m) Income Taxes

The Company utilizes the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax law is recognized in results of operations in the period that includes the enactment date.

(n) Stock-Based Compensation

The Company measures stock-based compensation cost at the grant date based on the fair value of the award and recognizes it as expense, over the vesting or service period, as applicable, of the stock award using the straight-line method. The Company accounts for forfeitures as they occur.

(o) Concentrations

The Company maintains substantially all of its cash and cash equivalents with two financial institutions and are all considered at Level 1 fair value with observable inputs that reflect quoted prices for identical assets or liabilities in active markets.

The Company has one customer that represents more than 10% of consolidated revenue for the year ended December 31, 2022 and 2023.


	At December 31,
(In Percentages)	2022			2023
Customer A		10	%		11	%

The Company has one customer that represents more than 10% of consolidated accounts receivable for the year ended December 31, 2022 and 2023.


	At December 31,
(In Percentages)	2022			2023
Customer A		28	%		21	%

(p) Net Income (Loss) Per Share

The Company computes net income (loss) per share of Class A and Class B common stock using the two class method. Under the provisions of the two class method, basic net income (loss) per share is computed by dividing net income (loss) applicable to common stockholders by the weighted average number of common shares outstanding during the year. Diluted net income (loss) per share is computed by dividing net income (loss) applicable to common stockholders by the weighted average number of common and dilutive common equivalent shares outstanding during the period. The computation of the diluted net income (loss) per share of Class B common stock assumes the conversion of Class A common stock to Class B common stock, while the diluted net income (loss) per share of Class A common stock does not assume the conversion of those shares.

In accordance with the two class method, the undistributed earnings (losses) for each year are allocated based on the contractual participation rights of the Class A and Class B common shares and the restricted shares as if the earnings for the year had been distributed. Considering the terms of the Company’s charter which provides that, if and when dividends are declared on its common stock in accordance with Delaware General Corporation Law, equivalent dividends shall be paid with respect to the shares of Class A common stock and Class B common stock and that both classes of common stock have identical dividend rights and would share equally in the Company’s net assets in the event of liquidation, the Company has allocated undistributed earnings (losses) on a proportionate basis. See Note 6: Stockholders' Equity of the Notes to Consolidated Financial Statements for additional information.

Instruments granted in unvested share-based payment awards that contain nonforfeitable rights to dividends or dividend equivalents, whether paid or unpaid, are participating securities prior to vesting. As such, the Company’s restricted stock awards are considered participating securities for purposes of calculating earnings per share. Under the two class method, dividends paid on unvested restricted stock are allocated to these participating securities and therefore impact the calculation of amounts allocated to common stock.

The following table presents the computation of basic net loss per share for the periods ended:


	Years Ended December 31,
	2022						2023
(In Thousands, Except Per Share Amounts)	Class A			Class B			Class A			Class B
Basic net loss per share:
Numerator:
Net loss applicable to common stockholders	$	(889	)	$	(7,356	)	$	(1,084	)	$	(8,826	)
Denominator:
Weighted average number of shares outstanding used to calculate basic net loss per share		4,661			38,560			4,661			37,960
Basic net loss per share applicable to common stockholders	$	(0.19	)	$	(0.19	)	$	(0.23	)	$	(0.23	)

The following table presents the computation of diluted net loss per share for the periods ended:


	Years Ended December 31,
	2022						2023
(In Thousands, Except Per Share Amounts)	Class A			Class B			Class A			Class B
Diluted net loss per share:
Numerator:
Net loss applicable to common stockholders	$	(889	)	$	(7,356	)	$	(1,084	)	$	(8,826	)
Reallocation of net loss for Class A shares as a result of conversion of Class A to Class B shares		—			(889	)		—			(1,084	)
Diluted net loss applicable to common stockholders:	$	(889	)	$	(8,245	)	$	(1,084	)	$	(9,910	)


Denominator:
Weighted average number of shares outstanding used to calculate basic net loss per share		4,661			38,560			4,661			37,960
Conversion of Class A to Class B common shares outstanding		—			4,661			—			4,661
Weighted average number of shares outstanding used to calculate diluted net loss per share		4,661			43,221			4,661			42,621
Diluted net loss per share applicable to common stockholders	$	(0.19	)	$	(0.19	)	$	(0.23	)	$	(0.23	)

The computation of diluted net loss per share excludes the following because their effect would be anti-dilutive (in thousands):

•

For the years ended December 31, 2022 and 2023, outstanding options to acquire 3,766 and 5,367 shares, respectively, of Class B common stock.

•

For the years ended December 31, 2022 and 2023, 1,105 and 720 shares of unvested Class B restricted common shares, respectively.

•

For the years ended December 31, 2022 and 2023, 535 and 63 restricted stock units, respectively.

(q) Guarantees

FASB ASC Topic 460, Guarantees provides accounting guidance surrounding liability recognition and disclosure requirements related to guarantees. In the ordinary course of business, the Company is not subject to potential obligations under guarantees that fall within the scope of FASB ASC Topic 460 except for standard indemnification provisions that are contained within many of the Company’s agreements, and give rise only to the disclosure requirements prescribed by FASB ASC Topic 460.

In certain agreements, the Company has agreed to indemnification provisions of varying scope and terms with customers, vendors and other parties with respect to certain matters, including, but not limited to, losses arising out of the Company’s breach of agreements or representations and warranties made by the Company, services to be provided by the Company and intellectual property infringement claims made by third parties. As a result of these provisions, the Company may from time to time provide certain levels of financial support to contract parties to seek to minimize the impact of any associated litigation in which they may be involved. To date, there have been no known events or circumstances that have resulted in any material costs related to these indemnification provisions and no liabilities therefore have been recorded in the accompanying Consolidated Financial Statements. However, the maximum potential amount of the future payments the Company could be required to make under these indemnification provisions could be material.

(r) Recent Accounting Pronouncement Not Yet Effective

In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which requires public entities to disclose information about their reportable segments’ significant expenses on an interim and annual basis. In addition, the amendments clarify circumstances in which an entity can disclose multiple segment measures of profit or loss, provides new segment disclosure requirements for entities with a single reportable segment and contains other disclosure requirements. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently assessing the impact of this ASU on its Consolidated Financial Statements.

In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"), which requires public entities to disclose disaggregated information about their effective tax rate reconciliation as well as information on income taxes paid. ASU 2023-09 is effective for annual periods beginning after December 15, 2024 and may be applied on a prospective basis, with early adoption permitted. The Company is currently assessing the impact of this ASU on its Consolidated Financial Statements.

Interest Income (Expense) and Other, Net

12 Months Ended

Dec. 31, 2023

Other Income and Expenses [Abstract]

Interest Income (Expense) and Other, Net

Note 11: Interest income (expense) and other, net

Interest income (expense) and other, net consists of the following (in thousands):


	Years Ended December 31,
	2022			2023
Interest Income	$	97		$	319
Interest Expense		—			(282	)
Foreign Currency		2			(11	)
Other		(11	)		(199	)
Total	$	88		$	(173	)

Leases

12 Months Ended

Dec. 31, 2023

Leases [Abstract]

Leases

Note 3: Leases

The Company has an operating lease for office space for its corporate headquarters in Seattle, Washington which expires on November 30, 2027. The Company’s prior lease agreement with respect to office space in Seattle, Washington, as amended, was terminated by the Company effective on March 31, 2023. In the first quarter of 2023, we paid approximately $671.0 thousand as provided in the lease for the early termination. The Company also has an operating lease for office space in Wichita, Kansas, which continues until December 2025 with an option to extend the term for two additional periods of three years each. The Company has the option to terminate this lease pursuant to certain terms as specified in the lease without any termination fees if notice is provided. The Company recognizes our operating lease agreements in accordance with ASC 842 and recognizes rent expense on a straight-line basis over the lease term with any lease incentives amortized as a reduction of rent expense over the lease term.

Lease cost recognized in the Company’s Consolidated Statements of Operations and other information is summarized as follows:


	Years Ended December 31,
(In Thousands)	2022			2023
Operating lease cost	$	1,943		$	1,067
Short-term operating lease cost		202			182
Total operating lease cost		2,145			1,249
Other information:
Weighted-average remaining lease term - operating leases	1.2 years			3.6 years
Weighted-average discount rate - operating leases (1)		4.6	%		6.7	%

As of December 31, 2023 the Company’s operating and financing lease liabilities were as follows:


(In Thousands)	Operating Leases			Finance Leases
Gross future lease payments	$	1,836		$	757
Less: imputed interest		(157	)		(95	)
Present value of total lease liabilities		1,679			662
Less: current portion of lease liabilities		(462	)		(210	)
Total long-term lease liabilities	$	1,217		$	452

In the fourth quarter of 2023, we entered into a rental agreement for utilization of our financed server equipment. We retain our primary obligation under the original financing terms.

Stockholders Equity - Summary of Stock Option, Restricted Stock Award, and Restricted Stock Unit Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Options and restricted stock available for grant, Beginning Balance	16,599,000
Options and restricted stock available for grant, increase to pool	1,300,000
Options granted	(3,299,000)
Options expired	1,115,000
Options forfeited	614,000
Options and restricted stock available for grant, Ending Balance	16,652,000	16,599,000
Options exercisable at December 31, 2023	1,674,000
Number of shares, Beginning Balance	3,796,000
Options granted, Shares	3,328,000
Options expired, Shares	(1,115,000)
Options forfeited, Shares	(614,000)
Number of shares, Ending Balance	5,395,000	3,796,000
Weighted average exercise price, Beginning Balance	$ 3.14
Options granted, Weighted average exercise price	1.67
Options expired, Weighted average exercise price	3.62
Options forfeited, Weighted average exercise price	2.49
Weighted average exercise price, Ending Balance	2.21	$ 3.14
Options exercisable at December 31, 2023	$ 3.31
Weighted average remaining contractual term	7 years 4 months 20 days	6 years 8 months 1 day
Weighted average remaining contractual term, Options exercisable at December 31, 2023	5 years 4 months 24 days
Aggregate intrinsic value, Outstanding	$ 1	$ 10
Aggregate intrinsic value, Options exercisable at December 31, 2023	$ 1
Restricted Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Restricted stock granted	(333,000)
Restricted stock forfeited	656,000

Description of Business and Summary of Significant Accounting Policies and Practices - Allowance for Advertiser Credits Activity (Detail) - Allowances for Customer Credits [Member] - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Allowance For Advertiser Credits [Abstract]
Balance at beginning of period	$ 84	$ 157
Additions charged against revenue	472	461
Credits processed and other	445	534
Balance at end of period	$ 111	$ 84

Insider Trading Arrangements - shares		3 Months Ended
Insider Trading Arrangements - shares	Nov. 15, 2023	Dec. 31, 2023
Trading Arrangements, by Individual
Material Terms of Trading Arrangement		Securities Trading Plans of Directors and Executive Officers During the last fiscal quarter of 2023, the following executive officer adopted a “Rule 10b5-1 trading arrangement,” as defined in Regulation S-K Item 408, as follows: On November 15, 2023, Edwin Miller, Chief Executive Officer of Marchex, adopted a Rule 10b5-1 trading arrangement providing for the purchase during open trading windows of up to $50,000 of shares of Class B common stock. The trading arrangement is intended to satisfy the affirmative defense in Rule 10b5-1(c). The duration of the trading arrangement is until November 29, 2024 or earlier if all transactions under the trading arrangement are completed.
Rule 10b5-1 Arrangement Adopted		false
Non-Rule 10b5-1 Arrangement Adopted		false
Rule 10b5-1 Arrangement Terminated		false
Non-Rule 10b5-1 Arrangement Terminated		false
Edwin Miller
Trading Arrangements, by Individual
Name	Edwin Miller
Title	Chief Executive Officer
Rule 10b5-1 Arrangement Adopted	true
Non-Rule 10b5-1 Arrangement Adopted	true
Adoption Date	November 15, 2023
Aggregate Available	50,000

Description of Business and Summary of Significant Accounting Policies and Practices - Additional Information (Detail 1)	Dec. 31, 2023
Maximum \| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2024-01-01
Description Of Business And Summary Of Significant Accounting Policies And Practices [Line Items]
Performance obligations for contracts, effective term	1 year

Leases - Additional Information (Detail) - USD ($)	3 Months Ended	12 Months Ended
Leases - Additional Information (Detail) - USD ($)	Mar. 31, 2023	Dec. 31, 2023
Lessee Lease Description [Line Items]
Payments for lease termination fee	$ 671,000
Lease term (in months)		12 months
Wichita, Kansas
Lessee Lease Description [Line Items]
Lease agreement description		The Company also has an operating lease for office space in Wichita, Kansas, which continues until December 2025 with an option to extend the term for two additional periods of three years each.
Seattle, Washington
Lessee Lease Description [Line Items]
Lease expiration date		Nov. 30, 2027

Description of Business and Summary of Significant Accounting Policies and Practices - Schedules of Concentration of Risk Based on Consolidated Revenue (Detail) - Customer Concentration Risk - Customer A	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Revenue
Concentration Risk [Line Items]
Customer A	11.00%	10.00%
Accounts Receivable
Concentration Risk [Line Items]
Customer A	21.00%	28.00%

Pay vs Performance Disclosure - USD ($) $ in Thousands	12 Months Ended
Pay vs Performance Disclosure - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Pay vs Performance Disclosure
Net Income (Loss)	$ (9,910)	$ (8,245)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

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+ Details

Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Revenue	$ 49,910	$ 52,170
Expenses:
Service costs	$ 20,582	$ 20,462
Cost, Product and Service [Extensible Enumeration]	Service [Member]	Service [Member]
Sales and marketing	$ 11,412	$ 13,517
Product development	15,355	14,355
General and administrative	10,205	9,787
Amortization of intangible assets from acquisitions	1,987	2,124
Acquisition and disposition related benefits	12	74
Total operating expenses	59,553	60,319
Loss from operations	(9,643)	(8,149)
Interest income (expense) and other, net	(173)	88
Loss before provision for income taxes	(9,816)	(8,061)
Income tax expense	94	184
Net loss applicable to common stockholders	(9,910)	(8,245)
Class A
Expenses:
Net loss applicable to common stockholders	$ (1,084)	$ (889)
Basic net loss per share applicable to common stockholders	$ (0.23)	$ (0.19)
Diluted net loss per share applicable to common stockholders	$ (0.23)	$ (0.19)
Shares used to calculate basic net loss per share applicable to common stockholders:
Shares used to calculate basic net loss per share applicable to common stockholders	4,661	4,661
Shares used to calculate diluted net loss per share applicable to common stockholders:
Shares used to calculate diluted net loss per share applicable to common stockholders	4,661	4,661
Class B
Expenses:
Net loss applicable to common stockholders	$ (8,826)	$ (7,356)
Basic net loss per share applicable to common stockholders	$ (0.23)	$ (0.19)
Diluted net loss per share applicable to common stockholders	$ (0.23)	$ (0.19)
Shares used to calculate basic net loss per share applicable to common stockholders:
Shares used to calculate basic net loss per share applicable to common stockholders	37,960	38,560
Shares used to calculate diluted net loss per share applicable to common stockholders:
Shares used to calculate diluted net loss per share applicable to common stockholders	42,621	43,221

Interest Income (Expense) and Other, Net (Tables)

12 Months Ended

Dec. 31, 2023

Other Income and Expenses [Abstract]

Summary of Interest Income (Expense) and Other, Net

Interest income (expense) and other, net consists of the following (in thousands):


	Years Ended December 31,
	2022			2023
Interest Income	$	97		$	319
Interest Expense		—			(282	)
Foreign Currency		2			(11	)
Other		(11	)		(199	)
Total	$	88		$	(173	)

Property and Equipment (Tables)

12 Months Ended

Dec. 31, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment

Property and equipment consisted of the following:


	Years Ended December 31,
(In Thousands)	2022(1)			2023
Computer and other related equipment	$	14,939		$	1,012
Purchased and internally developed software		3,090			2,699
Furniture and fixtures		1,273			260
Leasehold improvements		1,732			—
Construction in progress		1,400			25
	$	22,434		$	3,996
Less: accumulated depreciation and amortization		(18,384	)		(1,598	)
Property and equipment, net	$	4,050		$	2,398

(1) Includes the original cost of fully depreciated fixed assets which was $13.6 million at December 31, 2022.

Property and Equipment (Parenthetical) (Detail) - USD ($)
$ in Thousands

Dec. 31, 2023

Dec. 31, 2022

Property, Plant and Equipment [Line Items]

Property and equipment, gross

^[1]

$ 3,996

$ 22,434

Fully Depreciated Fixed Assets

Property, Plant and Equipment [Line Items]

Property and equipment, gross

$ 13,600

[1]	Includes the original cost of fully depreciated fixed assets which was $13.6 million at December 31, 2022.

Property and Equipment

12 Months Ended

Dec. 31, 2023

Property, Plant and Equipment [Abstract]

Property and Equipment

Note 2: Property and Equipment

Property and equipment consisted of the following:


	Years Ended December 31,
(In Thousands)	2022(1)			2023
Computer and other related equipment	$	14,939		$	1,012
Purchased and internally developed software		3,090			2,699
Furniture and fixtures		1,273			260
Leasehold improvements		1,732			—
Construction in progress		1,400			25
	$	22,434		$	3,996
Less: accumulated depreciation and amortization		(18,384	)		(1,598	)
Property and equipment, net	$	4,050		$	2,398

(1) Includes the original cost of fully depreciated fixed assets which was $13.6 million at December 31, 2022.

Depreciation and amortization expense related to property and equipment was approximately $1.6 million and $1.8 million for the years ended December 31, 2022 and 2023, respectively.

We procured $0.8 million of additional server equipment under new financing lease agreements during the year ended December 31, 2023, with current borrowing of $0.8 million.

Identifiable Intangible Assets from Acquisitions - Additional Information (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Finite Lived Intangible Assets [Line Items]
Amortization of intangible assets from acquisitions	$ 1,987	$ 2,124
Estimated amortization expense in 2024	$ 600
Customer Relationships
Finite Lived Intangible Assets [Line Items]
Weighted average useful life	5 years
Technologies \| Minimum
Finite Lived Intangible Assets [Line Items]
Weighted average useful life	3 years
Technologies \| Maximum
Finite Lived Intangible Assets [Line Items]
Weighted average useful life	5 years
Trade Names
Finite Lived Intangible Assets [Line Items]
Weighted average useful life	2 years
Non-compete Agreements \| Minimum
Finite Lived Intangible Assets [Line Items]
Weighted average useful life	1 year
Non-compete Agreements \| Maximum
Finite Lived Intangible Assets [Line Items]
Weighted average useful life	3 years

Stockholders Equity - Stock-based Compensation Expense by Operating Expense (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total stock-based compensation	$ 2,392	$ 2,646
Service Costs
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total stock-based compensation	2	171
Sales and Marketing
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total stock-based compensation	663	796
Product Development
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total stock-based compensation	114	293
General and Administrative
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total stock-based compensation	$ 1,613	$ 1,386

Commitments and Contingencies

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note 4: Commitments and Contingencies

(a) Commitments

The Company has commitments for future payments related to office facilities leases, as well as other contractual obligations primarily related to minimum payments due to outside service providers. The Company leases its office facilities under operating lease agreements in accordance with ASC 842 and recognizes rent expense on a straight-line basis over the lease term with any lease incentive amortized as a reduction of rent expense over the lease term.

Future minimum payments are approximately as follows:


(In Thousands)	Facilities operating leases (1)		Other contractual obligations		Total
2024		562		1,438		2,000
2025		566		1,235		1,801
2026		397		—		397
2027		311		—		311
2028 and thereafter		—		—		—
Total minimum payments	$	1,836	$	2,673	$	4,509

1) For additional information regarding the Company's facilities operating leases, see Note 3. Leases of the Notes to Consolidated Financial Statements for additional information.

(b) Contingencies

In the third quarter of 2021, the Company was legally released from our repayment obligation under CARES Act loans (the "Loans") administered by the U.S. Small Business Administration (“SBA”), as our application for loan forgiveness was approved by the SBA. It is possible that the SBA could subsequently audit the forgiven Loans. The Company believes it was eligible to receive the Loans, calculated the loan amounts correctly, spent loan proceeds on allowable uses and is entitled to loan forgiveness. The Company will retain its financial documents relating to the Loans for six years as required.

The Company from time to time is a party to disputes and legal and administrative proceedings arising from the ordinary course of business. We could become in the future subject to legal proceedings, governmental investigations, and claims in the ordinary course of business, including employment claims, contract-related claims, and claims of alleged infringement of third-party patents, trademarks, and other intellectual property rights. Such claims, even if not meritorious, could force us to expend significant financial and managerial resources and could be material. See (p) Guarantees section of Note 1: Description of Business and Summary of Significant Accounting Policies and Practices of the Notes to Consolidated Financial Statements for additional information

On October 21, 2022, the Shareholder Representatives for the former shareholders of Telmetrics, Inc. (an entity acquired by the Company in 2018) filed litigation against the Company in the U.S. District Court for the District of Delaware. The plaintiffs are asserting claims under a share purchase agreement and escrow agreement regarding entitlement to an earnout of up to $3.0 million and $1.0 million that was placed in escrow to secure indemnification obligations. On March 22, 2023, the plaintiffs filed an amended complaint also seeking substantial punitive damages, followed by a second amended complaint on May 9, 2023. On June 7, 2023, the Company filed a motion to compel arbitration and/or dismiss the second amended complaint. The plaintiffs filed a responsive brief on July 5, 2023, and the Company filed a reply brief on July 26, 2023. On February 2, 2024, the Magistrate Judge issued a report and recommendation advising the U.S. District Court Judge to dismiss certain claims from the second amended complaint and to allow other claims to proceed to discovery. The parties filed objections to the report and recommendation on February 16, 2024. While we believe we have meritorious defenses to this lawsuit and are vigorously defending against it, litigation is inherently uncertain and we cannot currently predict the ultimate outcome of this matter.

While any litigation contains an element of uncertainty, the Company is not aware of any legal proceedings or claims which are pending that the Company believes, based on current knowledge, will have, individually or taken together, a material adverse effect on the Company’s financial condition, results of operations or liquidity.

Summary of Activity Related to Tax Contingencies Recorded As an Offset to Deferred Tax Assets (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Income Tax Disclosure [Abstract]
Gross tax contingencies, beginning balance	$ 1,384	$ 1,382
Gross increases to current period tax positions	25	2
Gross tax contingencies, ending balance	$ 1,409	$ 1,384

Segment Reporting and Geographic Information - Additional Information (Detail) - Segment	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Segment Reporting [Abstract]
Number of operating segments	1	1

Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Dec. 31, 2023	Mar. 25, 2024	Jun. 30, 2023
Document Information [Line Items]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2023
Document Fiscal Year Focus	2023
Document Fiscal Period Focus	FY
Entity Registrant Name	Marchex, Inc.
Entity Central Index Key	0001224133
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Interactive Data Current	Yes
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Well Known Seasoned Issuer	No
Entity Shell Company	false
Entity Small Business	true
Entity Emerging Growth Company	false
Title of 12(b) Security	Class B Common Stock, $0.01 par value per share
Trading Symbol	MCHX
Security Exchange Name	NASDAQ
Entity File Number	000-50658
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	35-2194038
Entity Address, Address Line One	1200 5th Ave
Entity Address, Address Line Two	Suite 1300
Entity Address, City or Town	Seattle
Entity Address, State or Province	WA
Entity Address, Postal Zip Code	98101
City Area Code	206
Local Phone Number	331-3300
Document Annual Report	true
Document Transition Report	false
ICFR Auditor Attestation Flag	false
Document Financial Statement Error Correction [Flag]	false
Entity Public Float			$ 46,156,094
Auditor Name	RSM US LLP
Auditor Location	Seattle, WA
Auditor Firm ID	49
Documents Incorporated by Reference	Portions of the Registrant’s Definitive Proxy Statement relating to the 2024 Annual Meeting of Stockholders are incorporated herein by reference in Part III of this Annual Report on Form 10-K to the extent stated herein.
Class A
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		4,660,927
Class B
Document Information [Line Items]
Entity Common Stock, Shares Outstanding		38,997,668

Segment Reporting and Geographic Information (Tables)

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Revenues by Geographic Region

Revenues by geographic region are as follows:


	Years ended December 31,
(In Percentages)	2022			2023
United States		99	%		99	%
Canada and other countries		1	%		1	%
Total		100	%		100	%

Income Taxes

12 Months Ended

Dec. 31, 2023

Income Tax Disclosure [Abstract]

Income Taxes

Note 5: Income Taxes

The components of loss before provision for income taxes consist of the following (in thousands):


	Years Ended December 31,
(In Thousands)	2022			2023
United States	$	(7,525	)	$	(9,829	)
Foreign		(536	)		13
Loss before provision for income taxes	$	(8,061	)	$	(9,816	)

The provision for income taxes consists of the following (in thousands):


	Years Ended December 31,
(In Thousands)	2022		2023
Current federal provision
State	$	58	$	78
Foreign		39		—
Deferred provision (benefit)
Federal		67		25
State		20		(9	)
Total income tax expense	$	184	$	94

The Company’s income tax expense differed from the amounts computed by applying the U.S. federal statutory rate to loss before provision for income taxes as a result of the following:


	Years Ended December 31,
(In Thousands)	2022			2023
.
Income tax benefit at U.S. statutory rate	$	(1,693	)	$	(2,061	)
State taxes, net of valuation allowance		79			(339	)
Foreign tax differential		(150	)		3
Non-deductible transaction costs		16			(29	)
Stock-based compensation (1)		190			101
Gain on CARES Act loan		32			—
Valuation allowance		1,815			2,307
Tax credits		(237	)		(282	)
Other expenses		132			394
Total income tax expense	$	184		$	94

(1) Includes non-deductible stock-based compensation and excess tax benefits and shortfalls from stock-based compensation.


	Years Ended December 31,
(In Thousands)	2022			2023
Deferred tax assets:
Accrued liabilities not currently deductible	$	434		$	559
Intangible assets- excess of financial statement over tax amortization		3,341			2,096
Stock-based compensation		675			741
Federal net operating and capital losses		35,724			42,774
State, local and foreign net operating and capital loss carryforwards		5,326			—
Research & experimental tax and other credit carryforwards		5,421			5,612
Lease liability		426			416
Capitalized research and development		1,054			1,764
Other		460			337
Gross deferred tax assets		52,861			54,299
Valuation allowance		(51,795	)		(54,105	)
Net deferred tax assets	$	1,066		$	194
Deferred tax liabilities:
Intangible assets-excess of tax over financial statement amortization		(1,107	)		—
Right-of-use lease asset		(192	)		(404	)
Other		—			(39	)
Net deferred tax liabilities	$	(233	)	$	(249	)

As of December 31, 2023, the Company’s federal and state NOL carryforwards were approximately $175.9 million and $60.1 million, respectively. Of the total federal net operating losses reported, we have accumulated $44.2 million with an indefinite life as of December 31, 2023. The remaining federal net operating losses and the state net operating losses will begin to expire in 2027 and 2028, respectively, for income tax purposes. As of December 31, 2023, the Company’s federal research and development credit carryforwards were $4.8 million, which will start expiring in 2029.

The Tax Reform Act of 1986 limits the use of NOL and tax credit carryforwards in certain situations where changes occur in the stock ownership of a company. The Company is not aware that any such change has occurred related to these specific tax attributes, or that the utilization of the carryforwards is limited such that these NOL or tax credit carryforwards will likely never be utilized. Accordingly, the Company has included these federal NOL and tax credit carryforwards in its deferred tax assets (subject to valuation allowance).

The Company has recorded a deferred tax asset for stock-based compensation recorded on unexercised non-qualified stock options and certain restricted shares and restricted share units. The ultimate realization of this asset is dependent upon the fair value of the Company’s stock when the options are exercised and when restricted shares or restricted share units vest, and generation of sufficient taxable income to realize the benefit of the related tax deduction.

The Tax Cuts and Jobs Act contained a provision which requires the capitalization of Section 174 costs incurred in years beginning on or after January 1, 2022. Section 174 costs are expenditures which represent research and development costs that are incident to the development or improvement of a product, process, formula, invention, computer software, or technique. This provision changes the treatment of Section 174 costs such that the expenditures are no longer allowed as an immediate deduction but rather must be capitalized and amortized. We have included the impact of this provision, which results in a deferred tax asset of approximately $1.1 million as of December 31, 2022 and $1.8 million as of December 31, 2023.

At December 31, 2022 and 2023, the Company recorded a valuation allowance of $51.8 million, and $54.1 million, respectively, against its federal, state, city and foreign net deferred tax assets, as it believes it is more likely than not that these benefits will not be realized. The net change in the total valuation allowance for each of the years ended December 31, 2022 and 2023 was $(2.3) million and $2.2 million, respectively.

The Company regularly reviews deferred tax assets to assess whether it is more likely than not that the deferred tax assets will be realized and, if necessary, establishes a valuation allowance for portions of such assets to reduce the carrying value. In assessing whether it is more likely than not that the Company’s deferred tax assets will be realized, factors considered included: historical taxable income, historical trends related to customer usage rates, projected revenues and expenses, macroeconomic conditions, issues facing the industry, existing contracts, the Company’s ability to project future results and any appreciation of its other assets. The Company incurred taxable losses from 2016 through 2022. Based on the level of historical taxable losses and the uncertainty of projections for future taxable income over the periods for which the deferred tax assets are deductible, with the exception of certain insignificant foreign deferred tax assets, the Company concluded that it is not more likely than not that the gross deferred tax assets will be realized.

From time to time, various state, federal and other jurisdictional tax authorities undertake audits of the Company and its filings. In evaluating the exposure associated with various tax filing positions, the Company on occasion accrues charges for uncertain positions. Resolution of uncertain tax positions will impact the Company’s effective tax rate when settled. The Company does not have any significant interest or penalty accruals. The provision for income taxes includes the impact of contingency provisions and changes to contingencies that are considered appropriate. The following table summarizes activity related to tax contingencies from January 1, 2022 to December 31, 2023 which are recorded as an offset to deferred tax assets (in thousands):


(In Thousands)
Gross tax contingencies—January 1, 2022	$	1,382
Gross increases to current period tax positions		2
Gross decreases to tax positions associated with prior periods		—
Gross tax contingencies—December 31, 2022		1,384
Gross increases to current period tax positions		25
Gross tax contingencies—December 31, 2023	$	1,409

The Company files U.S. federal, certain U.S. states, and certain foreign tax returns. Generally, U.S. federal, U.S. state, and foreign tax returns filed for years after 2013 are within the statute of limitations and are under examination or may be subject to examination.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

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+ Details

Property and Equipment - Additional Information (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense	$ 1,800	$ 1,600
Finance lease agreement value	662
Current borrowings	800
Server Equipment
Property, Plant and Equipment [Line Items]
Finance lease agreement value	$ 800

Stockholders Equity - Stock Compensation Activity (Detail) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted average fair value of options granted	$ 0.92	$ 1.06
Restricted Stock
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total grant date fair value of restricted stock vested (in thousands)	$ 3,037	$ 1,321

- Definition

Line items represent financial concepts included in a table. These concepts are used to disclose reportable information associated with domain members defined in one or many axes to the table.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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Reference 25: http://www.xbrl.org/2003/role/disclosureRef
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Reference 26: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Insider Trading Policies and Procedures	Nov. 28, 2023
Insider Trading Policies and Procedures [Line Items]
Insider Trading Policies and Procedures Adopted	true

Identifiable Intangible Assets from Acquisitions

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Identifiable Intangible Assets from Acquisitions

Note 9: Identified Intangible Assets

Identifiable intangible assets from acquisitions consisted of the following:


	As of December 31, 2022
(In Thousands)	Gross Carrying Amount		Accumulated Amortization			Impairment			Net Carrying Amount
Customer relationships	$	13,018	$	(8,202	)	$	(3,430	)	$	1,386
Technologies		9,369		(7,372	)		(1,062	)		935
Non-compete agreements		3,409		(2,794	)		(346	)		269
Trade names		734		(613	)		(121	)		—
Total identifiable intangible assets from acquisitions	$	26,530	$	(18,981	)	$	(4,959	)	$	2,590


	As of December 31, 2023
(In Thousands)	Gross Carrying Amount		Accumulated Amortization			Impairment			Net Carrying Amount
Customer relationships	$	13,018	$	(9,588	)	$	(3,430	)	$	—
Technologies		9,369		(7,839	)		(1,062	)		468
Non-compete agreements		3,409		(2,929	)		(346	)		134
Trade names		734		(613	)		(121	)		—
Total identifiable intangible assets from acquisitions	$	26,530	$	(20,969	)	$	(4,959	)	$	602

Amortizable intangible assets are amortized on a straight-line basis over their useful lives. Customer relationships, acquired technologies, trade names, and non-compete agreements have a weighted average useful life from date of purchase of 5 years, 3-5 years, 2 years, 1 - 3 years, respectively. Aggregate amortization expense incurred by the Company for the year ended December 31, 2022 and 2023 was approximately $2.1 million and $2.0 million, respectively. The entire remaining net carrying amount of acquired identifiable intangible assets subject to amortization as of December 31, 2023, will be fully amortized within the next year, resulting in estimated amortization expense of $0.6 million in 2024.

Segment Reporting and Geographic Information

12 Months Ended

Dec. 31, 2023

Segment Reporting [Abstract]

Segment Reporting and Geographic Information

Note 8: Segment Reporting and Geographic Information

Operating segments are revenue-producing components of the enterprise for which separate financial information is produced internally for the Company’s management. For the years ended December 31, 2022 and 2023, the Company operated in a single segment comprised of its conversational analytics and related solutions.

Long-lived assets by geographical region are based on the location of the legal entity that owns the assets. As of December 31, 2022 and 2023, no significant long-lived assets were held by entities outside of the United States.

Revenues from customers by geographical areas are tracked on the basis of the location of the customer. The majority of the Company’s revenue and accounts receivable are derived from domestic sales to customers.

Revenues by geographic region are as follows:


	Years ended December 31,
(In Percentages)	2022			2023
United States		99	%		99	%
Canada and other countries		1	%		1	%
Total		100	%		100	%

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 22
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-22

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 15
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-15

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 31
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-31

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (d)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 42
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-42

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (f)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 40
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-40

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-Name Accounting Standards Codification
-Publisher FASB
-URI https://asc.fasb.org//280/tableOfContent

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 26
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-26

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Name Accounting Standards Codification
-Section 50
-Paragraph 34
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-34

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
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-Section 50
-Paragraph 41
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-41

Reference 12: http://www.xbrl.org/2003/role/disclosureRef
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-Subparagraph (a)
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 13: http://www.xbrl.org/2003/role/disclosureRef
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-URI https://asc.fasb.org//1943274/2147482810/280-10-50-21

Reference 14: http://www.xbrl.org/2003/role/disclosureRef
-Topic 280
-SubTopic 10
-Name Accounting Standards Codification
-Section 50
-Paragraph 32
-Subparagraph (e)
-Publisher FASB
-URI https://asc.fasb.org//1943274/2147482810/280-10-50-32

+ Details

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2023	Dec. 31, 2022
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	137,500,000	137,500,000
Class A
Common stock, shares authorized	12,500,000	12,500,000
Common stock, shares issued	4,661,000	4,661,000
Common stock, shares outstanding	4,661,000	4,661,000
Class B
Common stock, shares authorized	125,000,000	125,000,000
Common stock, shares issued	38,662,000	38,497,000
Common stock, shares outstanding	38,662,000	38,497,000
Restricted stock, shares outstanding	720,000	1,105,000

Identifiable Intangible Assets from Acquisitions (Tables)

12 Months Ended

Dec. 31, 2023

Goodwill and Intangible Assets Disclosure [Abstract]

Summary of Identifiable Intangible Assets from Acquisitions

Identifiable intangible assets from acquisitions consisted of the following:


	As of December 31, 2022
(In Thousands)	Gross Carrying Amount		Accumulated Amortization			Impairment			Net Carrying Amount
Customer relationships	$	13,018	$	(8,202	)	$	(3,430	)	$	1,386
Technologies		9,369		(7,372	)		(1,062	)		935
Non-compete agreements		3,409		(2,794	)		(346	)		269
Trade names		734		(613	)		(121	)		—
Total identifiable intangible assets from acquisitions	$	26,530	$	(18,981	)	$	(4,959	)	$	2,590


	As of December 31, 2023
(In Thousands)	Gross Carrying Amount		Accumulated Amortization			Impairment			Net Carrying Amount
Customer relationships	$	13,018	$	(9,588	)	$	(3,430	)	$	—
Technologies		9,369		(7,839	)		(1,062	)		468
Non-compete agreements		3,409		(2,929	)		(346	)		134
Trade names		734		(613	)		(121	)		—
Total identifiable intangible assets from acquisitions	$	26,530	$	(20,969	)	$	(4,959	)	$	602

Description of Business and Summary of Significant Accounting Policies and Practices - Computation of Net Loss Per Share Basic and Diluted (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Numerator:
Net loss applicable to common stockholders	$ (9,910)	$ (8,245)
Class A
Numerator:
Net loss applicable to common stockholders	(1,084)	(889)
Diluted net loss applicable to common stockholders:	$ (1,084)	$ (889)
Denominator:
Weighted average number of shares outstanding used to calculate basic net loss per share	4,661	4,661
Weighted average number of shares outstanding used to calculate diluted net loss per share	4,661	4,661
Basic net loss per share applicable to common stockholders	$ (0.23)	$ (0.19)
Diluted net loss per share applicable to common stockholders	$ (0.23)	$ (0.19)
Class B
Numerator:
Net loss applicable to common stockholders	$ (8,826)	$ (7,356)
Reallocation of net income (loss) for Class A shares as a result of conversion of Class A to Class B shares	(1,084)	(889)
Diluted net loss applicable to common stockholders:	$ (9,910)	$ (8,245)
Denominator:
Weighted average number of shares outstanding used to calculate basic net loss per share	37,960	38,560
Conversion of Class A to Class B common shares outstanding	4,661	4,661
Weighted average number of shares outstanding used to calculate diluted net loss per share	42,621	43,221
Basic net loss per share applicable to common stockholders	$ (0.23)	$ (0.19)
Diluted net loss per share applicable to common stockholders	$ (0.23)	$ (0.19)

Divestiture Support Services Agreement

12 Months Ended

Dec. 31, 2023

Divestiture Support Services Agreement [Abstract]

Divestiture Support Services Agreement

Note 10: Divestiture Support Services Agreement

In October 2020, the Company sold certain assets related to its Local Leads Platform, Call Marketplace and other assets not related to core conversational analytics. The purchaser was a related party controlled by a shareholder and officers of the Company. In connection with the closing, the Company also entered into an administrative support services agreement with the related party purchaser pursuant to which the Company was to provide services to the related party purchaser for a support services fee, with certain guaranteed payments to the Company in the first year and in the second year following closing. Support services fees related to this arrangement totaled $6.4 million for the year ended December 31, 2022 and $1.5 million for the year ended December 31, 2023 are included in the Company’s Consolidated Statements of Operations, net of the related expenses, within Service costs, Sales and marketing, Product development, and General and administrative. As of December 31, 2022 and 2023, the net amount due from the purchaser of $0.7 million and $0.4 million respectively, is included in the Company’s Consolidated Balance Sheet within Prepaid expenses and other current assets.

Computation of Income Tax Expense (Benefit) from Continuing Operations Using Federal Statutory Rate (Detail) - USD ($)
$ in Thousands

12 Months Ended

Dec. 31, 2023

Dec. 31, 2022

Reconciliation Of Income Taxes [Line Items]

Income tax benefit at U.S. statutory rate

$ (2,061)

$ (1,693)

State taxes, net of valuation allowance

(339)

Foreign tax differential

(150)

Non-deductible transaction costs

(29)

Stock-based compensation

^[1]

101

190

Gain on CARES Act loan

Valuation allowance

2,307

1,815

Tax credits

(282)

(237)

Other expenses

394

132

Total income tax expense

$ 94

$ 184

[1]	Includes non-deductible stock-based compensation and excess tax benefits and shortfalls from stock-based compensation.

Stockholders' Equity

12 Months Ended

Dec. 31, 2023

Share-Based Payment Arrangement [Abstract]

Stockholders' Equity

Note 6: Stockholders' Equity

(a) Common Stock and Authorized Capital

The total number of shares of all classes of capital stock which the Company has authority to issue is 138,500,000 shares, consisting of (i) 137,500,000 shares of common stock, par value $.01 per share, of which 12,500,000 shares are designated Class A common stock and 125,000,000 shares are designated Class B common stock, and (ii) 1,000,000 shares of preferred stock, par value $.01 per share. The Company’s board of directors has the authority to designate rights, privileges and restrictions of each such series, including dividend rights, dividend rates, conversion rights, voting rights, terms of redemption, redemption prices, liquidation preferences and the number of shares constituting any series.

The Company has two classes of authorized common stock: Class A common stock and Class B common stock. Except with respect to voting rights, the Class A and Class B shares have identical rights. Each share of Class A common stock is entitled to twenty-five votes per share, and each share of Class B common stock is entitled to one vote per share. Each share of Class A common stock is convertible at the holder’s option into one share of Class B common stock.

In accordance with the stockholders’ agreement signed by the founding Class A common stockholders, the following provisions survived the Company’s initial public offering: Class A stockholders other than Russell C. Horowitz may only sell, assign or transfer their Class A stock to existing Class A stockholders or to the Company and in the event of transfers of Class A stock not expressly permitted by the stockholders’ agreement, such shares of Class A stock shall be converted into shares of Class B common stock.

In November 2014, the Company’s board of directors authorized a new share repurchase program (the “2014 Repurchase Program”), which supersedes and replaces any prior repurchase programs. Under the 2014 Repurchase Program, the Company is authorized to repurchase up to 3,000,000 shares of the Company’s Class B common stock in the aggregate through open market and privately negotiated transactions, at such times and in such amounts as the Company deems appropriate. Repurchases may also be made under a Rule 10b5-1 plan, which would permit shares to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. The timing and actual number of shares repurchased will depend on a variety of factors including price, corporate and regulatory requirements, capital availability, and other market conditions. The 2014 Repurchase Program does not have an expiration date and may be expanded, limited or terminated at any time without prior notice. The Company has made no repurchases under the 2014 Repurchase Program for the years ended December 31, 2022 and 2023. Shares repurchased but not yet retired by the Company are classified as treasury stock on the Consolidated Balance Sheet before retirement. Retirement of treasury stock results in reductions to common stock and additional paid-in capital.

In November 2018, the Company acquired 100% of the outstanding stock of Callcap for consideration of approximately $25.0 million in cash at closing and approximately 3,400,000 shares of Class B common stock to be issued over the four year period following the acquisition date. The issuance of the shares for 2021 and 2022 was deferred as a result of conditional events occurring as specified in terms of the acquisition. In 2022, we paid $1.5 million in cash and agreed to transfer $335.0 thousand in cash and/or equipment before November 2023 in exchange for settling our contractual obligation to issue 1,340,000 of such shares. The $1.5 million cash consideration was recognized as a financing activity on our Consolidated Statements of Cash Flow for the year ended December 31, 2022. In October 2023, the Company settled its $335.0 thousand obligation by transferring equipment with a book value of $593.0 thousand and receiving $65.0 thousand in cash, which resulted in a loss of approximately $193.0 thousand that was recognized within Interest income (expense) and other, net on the Consolidated Statements of Operations for the year ended December 31, 2023, and as a combination of non-cash activity and proceeds from sales of fixed assets on our Consolidated Statements of Cash Flow for the year ended December 31, 2023. The remaining shares issuable for the Callcap acquisition were issued in December 2023.

In December 2019, the Company acquired 100% of the outstanding stock of Sonar for consideration of approximately $8.5 million in cash at closing and approximately 1,000,000 shares of Class B common stock to be issued over the three-year period following the acquisition date, which have been issued in their entirety. The Company also agreed to issue up to approximately 389,000 shares of Class B common stock based upon the achievement of certain financial target goals by Sonar in 2020 which were not achieved.

(b) Stock Option Plan

The Company’s stock incentive plan (the “2021 Plan”), which was established in 2021, allows for grants of stock options, restricted stock units and restricted stock awards to eligible participants and such options may be designated as incentive or non-qualified stock options at the discretion of the 2021 Plan’s Administrative Committee. Prior to the 2021 Plan, the Company granted stock-based awards under its 2012 Stock Incentive Plan (the “2012 Plan”). No further awards were made under the 2012 Plan after December 31, 2021. The 2021 Plan authorizes up to 3,500,000 shares of Class B common stock that may be issued with respect to awards granted under the 2021 Plan, and provides that the total number of shares of Class B common stock for which options designated as incentive stock options may be granted shall not exceed 3,500,000 shares. Annual increases to each of these share limits are to be added on the first day of each fiscal year beginning on January 1, 2022 equal to 3% of the outstanding common stock (including for this purpose any shares of common stock issuable upon conversion of any outstanding capital stock of the Company) or in the case of incentive stock options, the lesser of (i) 2,000,000 shares of Class B common stock, or (ii) 3% of the outstanding common stock (including for this purpose any shares of common stock issuable upon conversion of any outstanding capital stock of the Company), or (iii) such number as determined by the Company’s board of directors. As a result of this provision, the authorized number of shares available under the 2021 Plan was increased by 1,261,566 and 1,294,725 on January 1, 2022 and 2023, respectively, bringing the aggregate authorized number of shares available under the 2021 Plan to 6,056,291. The Company may issue new shares or reissue treasury shares for stock option exercises and restricted stock grants. Generally, stock options have 10-year terms and vest 25% each year either annually or quarterly, over a 4-year period and restricted stock awards and units vest 25% each year annually over a 4-year period.

The Company did not grant any options with exercise prices less than the then current market value during 2022 and 2023.

The Company measures stock-based compensation cost at the grant date based on the fair value of the award and recognizes it as expense over the vesting or service period, as applicable, of the stock award using the straight-line method. The Company accounts for forfeitures as they occur. Stock-based compensation has been included in the same lines as compensation paid to the same employees in the Consolidated Statements of Operations.

Stock-based compensation expense was included in the following operating expense categories:


	Years Ended December 31,
(In Thousands)	2022		2023
Service costs	$	171	$	2
Sales and marketing		796		663
Product development		293		114
General and administrative		1,386		1,613
Total stock-based compensation	$	2,646	$	2,392

For the years ended December 31, 2022 and 2023, the income tax benefit related to stock-based compensation included in net loss was $– million for all periods due to the valuation allowance recorded on the deferred tax assets.

The Company uses the Black-Scholes option pricing model to estimate the per share fair value of stock option grants with time-based vesting. The Black-Scholes model relies on a number of key assumptions to calculate estimated fair values. For years ended December 31, 2022 and 2023, the expected life of each award granted was determined based on historical experience with similar awards, giving consideration to contractual terms, anticipated exercise patterns, and vesting schedules. Expected volatility is based on historical volatility levels of the Company’s Class B common stock and the expected volatility of companies in similar industries that have similar vesting and contractual terms. The risk-free interest rate is based on the implied yield currently available on U.S. Treasury issues with terms approximately equal to the expected life of the option. The Company uses an expected annual dividend yield in consideration of the Company’s common stock dividend payments, which we consider to be zero.

The following assumptions were used in determining the fair value of time-vested stock options granted for the periods indicated:


	Years Ended December 31,
	2022	2023
Expected life (in years)	4.00 - 6.25	4.00 - 6.25
Risk-free interest rate	2.41% - 4.30%	3.86% - 3.93%
Expected volatility	51% - 63%	57% - 64%
Weighted average expected volatility	55%	57%

Stock option, restricted stock award, and restricted stock unit activity during the period is as follows:


	Options and Restricted Stock available for grant (in thousands)	Number of options outstanding (in thousands)	Weighted average exercise price of options	Weighted average remaining contractual term (in years)	Aggregate intrinsic value (in thousands)
Balance at December 31, 2022	16,599	3,796	$3.14	6.67	$10
Increase to pool January 1, 2023	1,300
Options granted	(3,299)	3,328	$1.67
Restricted stock granted	(333)	—
Restricted stock forfeited	656	—
Options exercised	—	—
Options expired	1,115	(1,115)	$3.62
Options forfeited	614	(614)	$2.49
Balance at December 31, 2023	16,652	5,395	$2.21	7.39	$1
Options exercisable at December 31, 2023		1,674	$3.31	5.40	$1

Information related to stock compensation activity during the period indicated is as follows:


	Years Ended December 31,
	2022		2023
Weighted average fair value of options granted	$	1.06	$	0.92
Intrinsic value of options exercised (in thousands)	$	—
Total grant date fair value of restricted stock vested (in thousands)	$	1,321	$	3,037

At December 31, 2023, there was $2.8 million of unrecognized stock option compensation expense related to non-vested awards, which is expected to be recognized over a weighted average period of 3.3 years.

Restricted stock awards and restricted stock unit activity during the period is as follows:


	Shares/ Units (In Thousands)			Weighted Average Grant Date Fair Value
Unvested at December 31, 2022		1,640		$	2.27
Granted		333			1.84
Vested		(535	)		2.33
Forfeited		(656	)		2.61
Unvested at December 31, 2023		782			1.94

Restricted stock awards and restricted stock units are generally measured at fair value on the date of grant based on the number of awards granted and the quoted price of the Company’s common stock. Restricted stock awards and restricted stock units are expensed on a straight-line basis over the vesting or service period, as applicable, and forfeitures are recognized as they occur. Restricted stock units entitle the holder to receive one share of the Company’s Class B common stock upon satisfaction of certain service conditions.

At December 31, 2023, there was $0.8 million of unrecognized restricted stock compensation expense related to non-vested restricted stock, which is expected to be recognized over a weighted average period of 2.0 years.

On March 8, 2013, the Company’s board of directors adopted and in May 2013 the stockholders approved the 2014 Employee Stock Purchase Plan (“2014 ESPP”), which became effective on January 1, 2014. The Company authorized an aggregate of 225,000 shares of Class B common stock for issuance under the plan to participating employees. The 2014 ESPP, which expired on December 31, 2023, provided eligible employees the opportunity to purchase the Company’s Class B common stock at a price equal to 95% of the closing price on the last business day of each purchase period. The 2014 ESPP permitted eligible employees to purchase amounts up to 15% of their compensation in the purchase period, and no employee was permitted to purchase stock worth more than $25,000 in any calendar year, valued as of the first day of each purchase period. During the year ended December 31, 2022, 18,721 shares were purchased at prices ranging from $1.25 to $2.18 per share. During the year ended December 31, 2023, 15,174 shares were purchased at prices ranging from 1.29 to 2.01 per share.

Identifiable Intangible Assets from Acquisitions - Summary of Identifiable Intangible Assets from Acquisitions (Detail) - USD ($) $ in Thousands	Dec. 31, 2023	Dec. 31, 2022
Acquired Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 26,530	$ 26,530
Accumulated Amortization	(20,969)	(18,981)
Impairment	(4,959)	(4,959)
Net Carrying Amount	602	2,590
Customer Relationships
Acquired Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	13,018	13,018
Accumulated Amortization	(9,588)	(8,202)
Impairment	(3,430)	(3,430)
Net Carrying Amount		1,386
Technologies
Acquired Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	9,369	9,369
Accumulated Amortization	(7,839)	(7,372)
Impairment	(1,062)	(1,062)
Net Carrying Amount	468	935
Non-compete Agreements
Acquired Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	3,409	3,409
Accumulated Amortization	(2,929)	(2,794)
Impairment	(346)	(346)
Net Carrying Amount	134	269
Trade Names
Acquired Finite Lived Intangible Assets [Line Items]
Gross Carrying Amount	734	734
Accumulated Amortization	(613)	(613)
Impairment	$ (121)	$ (121)

Revenues by Geographic Region (Detail) - Geographic Concentration Risk - Revenue	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Segment Reporting Information
Revenues by geographic region	100.00%	100.00%
United States
Segment Reporting Information
Revenues by geographic region	99.00%	99.00%
Canada and Other Countries
Segment Reporting Information
Revenues by geographic region	1.00%	1.00%

Divestiture Support Services Agreement - Additional Information (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Divestiture Support Services Agreement [Line Items]
Cancellation of common stock options	614,000
Accounts payable	$ 1,533	$ 2,037
Administrative Support Services Agreement
Divestiture Support Services Agreement [Line Items]
Support services fees	1,500	6,400
Prepaid Expenses and Other Current Assets \| Administrative Support Services Agreement
Divestiture Support Services Agreement [Line Items]
Other Receivables	$ 400	$ 700
Other Receivable, after Allowance for Credit Loss, Related Party, Type [Extensible Enumeration]	Related Party [Member]

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2023

Commitments and Contingencies Disclosure [Abstract]

Future Minimum Payments

Future minimum payments are approximately as follows:


(In Thousands)	Facilities operating leases (1)		Other contractual obligations		Total
2024		562		1,438		2,000
2025		566		1,235		1,801
2026		397		—		397
2027		311		—		311
2028 and thereafter		—		—		—
Total minimum payments	$	1,836	$	2,673	$	4,509

1) For additional information regarding the Company's facilities operating leases, see Note 3. Leases of the Notes to Consolidated Financial Statements for additional information.

401(k) Savings Plan - Additional Information (Detail) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Postemployment Benefits [Abstract]
Cash Contributions	$ 0.2	$ 0.2

Consolidated Balance Sheets - USD ($)
$ in Thousands

Dec. 31, 2023

Dec. 31, 2022

Current assets:

Cash and cash equivalents

$ 14,607

$ 20,474

Accounts receivable, net

7,394

8,396

Prepaid expenses and other current assets

1,805

2,015

Total current assets

23,806

30,885

Property and equipment, net

^[1]

2,398

4,050

Other assets, net

1,482

973

Right-of-use lease asset

1,631

738

Goodwill

17,558

Intangible assets from acquisitions, net

602

2,590

Total assets

47,477

56,794

Current liabilities:

Accounts payable

1,533

2,037

Accrued benefits and payroll

3,294

3,566

Other accrued expenses and current liabilities

3,217

3,825

Deferred revenue and deposits

1,214

1,384

Lease liability current

462

1,252

Total current liabilities

9,720

12,064

Deferred tax liabilities

249

233

Finance lease, non-current

421

Lease liability non-current

1,217

385

Total liabilities

11,607

12,682

Commitments and contingencies - See Note 4

Stockholders’ equity:

Additional paid-in capital

356,666

354,999

Accumulated deficit

(321,231)

(311,321)

Total stockholders’ equity

35,870

44,112

Total liabilities and stockholders’ equity

47,477

56,794

Class A

Stockholders’ equity:

Common stock

Class B

Stockholders’ equity:

Common stock

$ 386

$ 385

[1]	Includes the original cost of fully depreciated fixed assets which was $13.6 million at December 31, 2022.

Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2023	Dec. 31, 2022
Income Tax [Line Items]
U.S. federal income tax rates	21.00%	21.00%
Misstated deferred tax balances and corresponding valuation allowance	$ 54,299	$ 52,861
Capitalized research and development	1,764	1,054
Valuation allowance	54,105	51,795
Change in the valuation allowance	2,200	$ (2,300)
State Member
Income Tax [Line Items]
Net operating loss carryforwards	$ 60,100
Net operating loss carryforwards expiration year	2028
Federal
Income Tax [Line Items]
Net operating loss carryforwards	$ 175,900
Operating loss carryforwards with indefinite life	$ 44,200
Net operating loss carryforwards expiration year	2027
Research and Development Tax Credit
Income Tax [Line Items]
Net operating loss carryforwards	$ 4,800
Net operating loss carryforwards expiration year	2029

Description of Business and Summary of Significant Accounting Policies and Practices (Policies)

12 Months Ended

Dec. 31, 2023

Accounting Policies [Abstract]

Description of Business and Basis of Presentation

(a) Description of Business and Basis of Presentation

Divestiture

Basis of Presentation

Cash and Cash Equivalents

(b) Cash and Cash Equivalents

Fair Value of Financial Instruments


	Years Ended December 31,
(In Thousands)	2022		2023
Level 1 Assets:
Cash	$	9,020	$	9,510
Money market funds		11,454		5,097
Total cash and cash equivalents	$	20,474	$	14,607

Accounts Receivable

(d) Accounts Receivable

Accounts receivable are recorded at the invoiced amount and do not bear interest. Accounts receivable balances are presented net of allowance for doubtful accounts.

Allowance for Doubtful Accounts

The allowance for doubtful accounts activity for the periods indicated is as follows:


(In Thousands)	Balance at beginning of period		Charged to costs and expenses		Write-offs, net of recoveries		Balance at end of period
December 31, 2022	$	266	$	26	$	125	$	167
December 31, 2023	$	167	$	284	$	331	$	120

Allowance for Customer Credits

The allowance for customer credits activity for the periods indicated is as follows:


(In Thousands)	Balance at beginning of period		Additions charged against revenue		Credits processed and other		Balance at end of period
December 31, 2022	$	157	$	461	$	534	$	84
December 31, 2023	$	84	$	472	$	445	$	111

Property and Equipment

(e) Property and Equipment

Leases

(f) Leases

Goodwill

(g) Goodwill

Impairment or Disposal of Long-Lived Assets

(h) Impairment or Disposal of Long-Lived Assets

Revenue Recognition

(i) Revenue Recognition

Service Costs

(j) Service Costs

Advertising Expenses

(k) Advertising Expenses

Product Development

(l) Product Development

Income Taxes

(m) Income Taxes

Stock-Based Compensation

(n) Stock-Based Compensation

Concentrations

(o) Concentrations

The Company has one customer that represents more than 10% of consolidated revenue for the year ended December 31, 2022 and 2023.


	At December 31,
(In Percentages)	2022			2023
Customer A		10	%		11	%

The Company has one customer that represents more than 10% of consolidated accounts receivable for the year ended December 31, 2022 and 2023.


	At December 31,
(In Percentages)	2022			2023
Customer A		28	%		21	%

Net Income (Loss) Per Share

(p) Net Income (Loss) Per Share

The following table presents the computation of basic net loss per share for the periods ended:


	Years Ended December 31,
	2022						2023
(In Thousands, Except Per Share Amounts)	Class A			Class B			Class A			Class B
Basic net loss per share:
Numerator:
Net loss applicable to common stockholders	$	(889	)	$	(7,356	)	$	(1,084	)	$	(8,826	)
Denominator:
Weighted average number of shares outstanding used to calculate basic net loss per share		4,661			38,560			4,661			37,960
Basic net loss per share applicable to common stockholders	$	(0.19	)	$	(0.19	)	$	(0.23	)	$	(0.23	)

The following table presents the computation of diluted net loss per share for the periods ended:


	Years Ended December 31,
	2022						2023
(In Thousands, Except Per Share Amounts)	Class A			Class B			Class A			Class B
Diluted net loss per share:
Numerator:
Net loss applicable to common stockholders	$	(889	)	$	(7,356	)	$	(1,084	)	$	(8,826	)
Reallocation of net loss for Class A shares as a result of conversion of Class A to Class B shares		—			(889	)		—			(1,084	)
Diluted net loss applicable to common stockholders:	$	(889	)	$	(8,245	)	$	(1,084	)	$	(9,910	)


Denominator:
Weighted average number of shares outstanding used to calculate basic net loss per share		4,661			38,560			4,661			37,960
Conversion of Class A to Class B common shares outstanding		—			4,661			—			4,661
Weighted average number of shares outstanding used to calculate diluted net loss per share		4,661			43,221			4,661			42,621
Diluted net loss per share applicable to common stockholders	$	(0.19	)	$	(0.19	)	$	(0.23	)	$	(0.23	)

The computation of diluted net loss per share excludes the following because their effect would be anti-dilutive (in thousands):

•

For the years ended December 31, 2022 and 2023, outstanding options to acquire 3,766 and 5,367 shares, respectively, of Class B common stock.

•

For the years ended December 31, 2022 and 2023, 1,105 and 720 shares of unvested Class B restricted common shares, respectively.

•

For the years ended December 31, 2022 and 2023, 535 and 63 restricted stock units, respectively.

Guarantees

(q) Guarantees

Recent Accounting Pronouncement Not Yet Effective

(r) Recent Accounting Pronouncement Not Yet Effective

Future Minimum Payments (Detail)
$ in Thousands

Dec. 31, 2023

USD ($)

Contractual Obligation, Fiscal Year Maturity Schedule [Abstract]

Facilities operating leases 2024

$ 562

^[1]

Facilities operating leases 2025

566

^[1]

Facilities operating leases 2026

397

^[1]

Facilities operating leases 2027

311

^[1]

Facilities operating leases 2028 and thereafter

^[1]

Facilities operating leases Total minimum payments

1,836

^[1]

Other contractual obligations 2024

1,438

Other contractual obligations 2025

1,235

Other contractual obligations 2026

Other contractual obligations 2027

Other contractual obligations 2028 and thereafter

Other contractual obligations, Total minimum payments

2,673

2,000

1,801

397

311

Total 2028 and thereafter

Total minimum payments

$ 4,509

[1]	For additional information regarding the Company's facilities operating leases, see Note 3. Leases of the Notes to Consolidated Financial Statements for additional information.