Welcome to our dedicated page for Fluent SEC filings (Ticker: FLNT), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
The Fluent, Inc. (NASDAQ: FLNT) SEC filings page on Stock Titan provides access to the company’s regulatory disclosures as filed with the U.S. Securities and Exchange Commission. Fluent operates in the data processing and digital marketing sector as a commerce media solutions provider, and its filings offer detailed information on financial performance, risk factors, governance, and compensation structures.
Investors reviewing FLNT filings will find annual reports on Form 10-K and quarterly reports on Form 10-Q, which discuss revenue trends, segment information related to Commerce Media Solutions and other activities, and the company’s assessment of risks in areas such as regulation, data privacy, and industry competition. Current reports on Form 8-K disclose material events, including quarterly earnings announcements, new credit facilities, private placements of securities, and the approval of the Fluent, Inc. Equity Participation Plan for cash-settled restricted stock units.
In addition to periodic and current reports, this page also surfaces insider transaction filings on Form 4 when available, allowing users to track purchases and sales of Fluent common stock by directors, officers, and other insiders. Proxy-related materials can provide further context on executive compensation and governance policies.
Stock Titan enhances these documents with AI-powered summaries that explain key points from lengthy filings, helping readers understand complex sections such as risk factor discussions, capital structure changes, or incentive plan terms. With real-time updates from EDGAR and organized access to 10-Ks, 10-Qs, 8-Ks, and Form 4s, this FLNT filings page is a central resource for analyzing Fluent’s regulatory history and disclosure record.
Fluent, Inc. shareholder JB Capital Partners, L.P. and Alan W. Weber report a passive ownership stake in the company’s common stock. They each report beneficial ownership of 2,169,483 shares, representing 7.2% of Fluent’s common stock, based on 30,287,597 shares outstanding as of November 12, 2025.
Both reporting persons have shared voting and dispositive power over these shares and no sole voting or dispositive power. They certify the holdings were not acquired to change or influence control of Fluent and disclaim being part of a group or owning each other’s reported securities beyond any pecuniary interest.
Fluent, Inc. disclosed that its indirect subsidiary Inbox Pal, LLC entered into a Membership Interest Purchase Agreement with InsurCo, LLC, under which InsurCo acquired all membership interests of Winopoly, LLC. The aggregate purchase price is $3.0 million, payable to Fluent, LLC through a secured promissory note from the buyer.
The promissory note is backed by a first-priority security interest in substantially all of the buyer’s assets, with limited subordination permitted for future financing. Before closing, Fluent contributed certain business-related assets to Winopoly, while working capital, including pre-closing accounts receivable, was excluded. The agreement includes customary representations, warranties, indemnities, employee-related provisions, data-use restrictions, and mutual releases.
Fluent, Inc.’s major shareholder updates ownership details. Phillip Frost, M.D. and Frost Gamma Investments Trust report beneficial ownership of 7,874,166 shares of Fluent common stock, representing 24.7% of the company, based on 30,287,597 shares outstanding as of November 12, 2025.
This total includes 66,667 shares underlying a convertible subordinated promissory note, 909,297 shares underlying warrants issued May 19, 2025, and 571,429 shares underlying warrants issued August 19, 2025. These 571,429 warrants, with a $2.21 exercise price, will be fully exercisable on February 20, 2026. The acquisitions were funded from the working capital of Frost Gamma Investments Trust.
Fluent, Inc. director and 10% owner James P. Geygan reported indirect sales of the company’s common stock through Global Value Investment Corporation (GVIC). On December 16, 2025, a GVIC-managed client account sold 25,400 shares of Fluent common stock at a weighted average price of $2.082, leaving 2,973,495 shares beneficially owned indirectly. On December 17, 2025, the account sold another 15,170 shares at a weighted average price of $2.0447, reducing indirect beneficial ownership to 2,958,325 shares.
The filing states these were non-discretionary, unsolicited trades executed at the sole direction of the account owner for tax management purposes. Geygan also reports both direct and indirect holdings of pre-funded warrants and warrants exercisable into Fluent common stock. The pre-funded warrants become exercisable only after stockholder approval and terminate when fully exercised, while the warrants become exercisable after stockholder approval and expire three years from issuance. Geygan disclaims beneficial ownership of GVIC-managed securities beyond any pecuniary interest.
Fluent, Inc. insider Global Value Investment Corporation (GVIC) reported client-directed sales of Fluent common stock and detailed its warrant holdings. On December 16, 2025, an indirectly managed account sold 25,400 shares of common stock at a weighted average price of
The filing states these were non-discretionary, unsolicited trades executed in a client account at the sole direction of the account owner for tax management. GVIC also reported indirect beneficial ownership of 78,425 pre-funded warrants with an exercise price of
Fluent, Inc. reported lower results and flagged going-concern risk. Q3 revenue was $47.0 million, down from $64.5 million a year ago, with a net loss of $7.6 million (basic and diluted loss per share $0.27). For the first nine months, revenue totaled $146.9 million versus $189.2 million last year, and net loss was $23.0 million.
Cash and cash equivalents were $9.2 million and total assets were $76.1 million as of September 30, 2025. Current liabilities were $48.4 million, including the current portion of long-term debt of $22.2 million. The company remained in compliance with covenants under its SLR Credit Agreement as of quarter end, but management concluded there is substantial doubt about its ability to continue as a going concern due to declining performance and potential borrowing base constraints.
Debt included an outstanding principal balance of $22.6 million under the SLR Credit Facility (maturing 2029) and related-party Convertible Notes with a $3.9 million fair value. Shares outstanding were 30,287,597 as of November 12, 2025.
Fluent, Inc. (FLNT) reported that it issued a press release announcing its third quarter 2025 financial results and furnished the release as Exhibit 99.1 to an 8-K. The company noted the information is furnished, not filed, and is not subject to Section 18 liabilities or incorporated by reference into other filings unless specifically referenced.
Fluent, Inc. adopted a new Equity Participation Plan that grants cash-settled restricted stock units (RSUs) designed to track the value of its common stock. The plan is intended to create a long-term cash incentive for eligible employees, directors and independent contractors, including named executive officers.
Each RSU generally represents the economic equivalent of one share and will be settled in cash based on the fair market value of the stock on the settlement date, less applicable withholdings. Under the current draft, RSU holders do not receive dividends, other than equitable adjustments for extraordinary dividends.
The Board, acting as plan administrator, can choose participants, determine award sizes, set time-based or performance-based vesting, and define award terms. The Board may amend or terminate the plan at any time, but cannot materially adversely affect outstanding awards without the affected participant’s prior written consent.
Fluent, Inc. has filed to register 11,742,854 shares of common stock for resale by existing investors, covering shares issued in an August 19, 2025 private placement and shares underlying related pre-funded warrants and common stock warrants. Fluent will not receive any proceeds from stockholder resales, but may receive cash if the warrants are exercised, which it expects to use for working capital and general corporate purposes.
Fluent operates a data-driven commerce media and customer acquisition platform, running performance-based marketing campaigns across partner sites, its own media properties, and a call-based marketplace. The company discloses substantial doubt about its ability to continue as a going concern due to declining registrations, revenue and profitability, tight borrowing availability under its SLR Credit Agreement, and past financial covenant non-compliance, which required an amendment and an approximately $10.3 million capital raise completed in the August 2025 private placement. The filing also highlights risks around potential future covenant breaches, the need for additional capital, stock price volatility, concentrated ownership, and the possibility of losing Nasdaq listing if requirements are not maintained.
Fluent, Inc. is registering 2,000,000 additional shares of its common stock for issuance under the Fluent, Inc. 2022 Omnibus Equity Incentive Plan. Stockholders approved an amendment to this plan on June 18, 2025 that increased the total number of shares reserved for issuance to 3,666,666 from 1,666,666. This filing uses Form S-8 to add these newly approved shares to the existing registration so they can be granted as equity awards to eligible participants.