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.
Fluent, Inc. filings document the public-company records of a Nasdaq-listed commerce media solutions issuer. Periodic and current reports cover operating results, Commerce Media Solutions revenue activity, material agreements, financing arrangements and capital-structure disclosures tied to common stock, warrants and pre-funded warrants.
Proxy materials describe board elections, executive compensation votes, auditor ratification and stockholder approvals under Nasdaq listing rules. Other 8-K disclosures address governance and compensation matters, including the Fluent, Inc. Equity Participation Plan and cash-settled restricted stock unit awards that track the value of the company’s common stock.
Fluent, Inc. director and Chief Customer Officer Matthew Conlin reported an open-market purchase of 5,000 shares of Common Stock at $2.07 per share. Following this transaction, he directly holds 2,468,677 shares of Fluent common stock.
The filing also lists indirect ownership positions, including 60,175 shares held by the 2017 Conlin Shakra Family Trust, 333,334 shares held by RSMC Partners, LLC, and 441,331 shares held by the Conlin Family Foundation Trust. Conlin is a co-trustee or member of these entities but disclaims beneficial ownership of their securities for Section 16 and other purposes.
Fluent, Inc. director and Chief Strategy Officer Ryan Schulke reported an open-market purchase of 5,000 shares of common stock at $2.07 per share on June 1, 2026. Following this purchase, he directly holds 3,497,995 shares.
In addition to his direct holdings, the filing lists indirect ownership through several entities. These include shares held by the Schulke Inn Family Foundation Trust, RSMC Partners, LLC, and two Grantor Retained Annuity Trusts for which Schulke is trustee or co-trustee, reflecting voting or dispositive authority over those positions.
Fluent, Inc. Chief Executive Officer Patrick Donald Huntley reported selling a total of 19,516 shares of Fluent common stock. The sales occurred on May 22, 2026 and May 26, 2026 at weighted-average prices of $2.5814 and $2.485 per share.
According to a footnote, the shares were sold to cover tax withholding obligations rather than as discretionary portfolio sales. After these transactions, Huntley directly holds 312,169 shares of Fluent common stock.
Fluent, Inc. Chief Financial Officer Ryan MacNab reported a disposition of common stock in a Form 4 filing. On May 26, 2026, he sold 9,604 shares of Fluent common stock at a weighted average price of $2.5935 per share, with prices ranging from $2.52 to $2.63. According to the footnotes, these shares were sold to cover tax withholding obligations, indicating a compensation-related transaction rather than a discretionary portfolio move. After this sale, MacNab directly held 19,334 shares of Fluent common stock.
Fluent, Inc. reported a smaller quarterly loss but highlighted serious liquidity risks. For the three months ended March 31, 2026, revenue was $44.9 million, down from $55.2 million a year earlier, while net loss narrowed to $5.4 million from $8.3 million.
Operating cash flow improved to $5.1 million, yet cash and cash equivalents fell to $10.3 million from $12.9 million at year-end. Management concluded there is substantial doubt about the company’s ability to continue as a going concern, given reliance on an uncommitted receivables financing facility and a history of missing forecasts.
Fluent carries $28.0 million of debt net, including an accounts receivable Financing Agreement and related-party Convertible Notes with a fair value of $4.6 million. The company also put in place an at-the-market program to offer and sell up to $11,200 shares of common stock. Shareholders’ equity declined to $13.3 million, with an accumulated deficit of $443.3 million.
Fluent, Inc. reported Q1 2026 revenue of $44.9 million, down 19% from $55.2 million in Q1 2025, as it shifts away from legacy operations. Commerce Media Solutions revenue rose 104% to $25.9 million, representing 58% of total revenue, while owned and operated revenue fell 50% to $15.7 million. The company posted a net loss of $5.4 million, or $0.17 per share, improving from an $8.3 million loss, and an adjusted EBITDA loss of $3.6 million. Cash and cash equivalents were $10.3 million against short-term debt of $23.5 million. Fluent highlights a Commerce Media Solutions annual revenue run rate above $110 million and expects full-year double-digit revenue growth on aggregate continuing businesses with adjusted EBITDA improvement, but notes reliance on an uncommitted financing agreement that raises substantial doubt about its ability to continue as a going concern.
Fluent, Inc. is asking stockholders to vote at a virtual annual meeting on June 17, 2026. Holders of 29,815,712 common shares as of April 23, 2026 may vote online.
Proposals include electing seven directors, an advisory Say-on-Pay vote on 2025 executive compensation, and ratifying Grant Thornton LLP as auditor for 2026. Stockholders are also asked to approve insider May and August warrants and pre-funded warrants issued under 2025 purchase agreements, a Charter Amendment adding Delaware-permitted officer exculpation, and a Plan Amendment increasing the 2022 Omnibus Equity Incentive Plan reserve to 5,566,666 shares from 3,666,666 shares. An adjournment proposal would allow extra time to solicit votes if needed. The Board unanimously recommends voting “FOR” all director nominees and each proposal.
Fluent, Inc. filed an amended annual report to add full Part III disclosures on directors, executive compensation, ownership and governance, and to include updated Sarbanes-Oxley Section 302 certifications. The filing describes a largely independent board with standing audit, compensation, and governance committees.
For 2025, CEO Donald Patrick’s total compensation was $1,509,212, driven mainly by performance share units, while the company reported a net loss of $27.2 million and a year-end total shareholder return value of 36.7 on a hypothetical $100 investment. Co-founders Ryan Schulke and Matthew Conlin beneficially own 15.86% and 11.88% of common stock, respectively, and all directors and executive officers as a group hold 38.4%. The report also details director fees and RSU grants, equity plan capacity, and confirms there are no material related party transactions.