Fluent CFO sells shares to cover tax withholding

Fluent, Inc. Chief Financial Officer Ryan MacNab sold 3,662 shares of common stock on September 9, 2025 at $2.05 per share.

Rhea-AI Filing Summary

Fluent, Inc. Chief Financial Officer Ryan MacNab sold 3,662 shares of common stock on September 9, 2025 at $2.05 per share. According to the filing, the shares were sold to cover tax withholding obligations. After the sale, he directly owned 28,938 shares of common stock.

The amended Form 4 also corrects a prior report that had shown 66,934 shares after the transaction, clarifying that this figure did not reflect the company’s 1-for-6 reverse stock split effectuated on April 11, 2024.

Insider Trade Summary

Net Seller: 3,662 shares

Net Sell 1 txn

Insider Perfit Ryan MacNab

Role Chief Financial Officer

Sold 3,662 shs ($8K)

Type	Security	Shares	Price	Value
Sale	Common Stock	3,662	$2.05	$8K

Holdings After Transaction: Common Stock — 28,938 shares (Direct)

Footnotes (2)

1. F1. The shares were sold to cover tax withholding obligations.
2. F2. On September 15, 2025, the Reporting Person filed a Form 4 which inadvertently reported, that following his sale of 3,662 shares of common stock, the Reporting Person owned 66,934 shares of common stock which amount did not reflect the Issuer's 1-for-6 reverse stock split effectuated on April 11, 2024. As reported in this amendment, following the sale of 3,662 shares of common stock, the Reporting Person owned 28,938 shares of common stock.

Key Figures

Shares sold: 3,662 shares Sale price: $2.05 per share Shares owned after sale: 28,938 shares +2 more

5 metrics

Shares sold 3,662 shares Open-market sale on September 9, 2025

Sale price $2.05 per share Price for common stock sold on September 9, 2025

Shares owned after sale 28,938 shares Direct holdings following September 9, 2025 transaction

Net shares sold 3,662 shares Net-sell direction in transaction summary

Reverse stock split ratio 1-for-6 Reverse stock split effectuated on April 11, 2024

Key Terms

reverse stock split, Form 4, tax withholding obligations, amendment

4 terms

reverse stock split financial

"the Issuer's 1-for-6 reverse stock split effectuated on April 11, 2024"

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

Form 4 regulatory

"the Reporting Person filed a Form 4 which inadvertently reported"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

tax withholding obligations financial

"The shares were sold to cover tax withholding obligations."

amendment regulatory

"As reported in this amendment, following the sale of 3,662 shares"

An amendment is a formal change or addition to an existing legal, regulatory, or corporate document, such as a contract, prospectus, regulatory filing, or company charter. It matters to investors because amendments can alter rights, deadlines, obligations, or risk profiles tied to an investment; think of it like editing a recipe—changing an ingredient or cooking time can significantly affect the final result.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Fluent (FLNT) report in this amended Form 4?

Fluent reported that CFO Ryan MacNab sold 3,662 shares of common stock on September 9, 2025 at $2.05 per share. The filing states the sale was made to cover tax withholding obligations rather than as a discretionary open-market liquidation.

Why did Fluent (FLNT) CFO Ryan MacNab sell 3,662 shares of stock?

The filing states that the 3,662 shares were sold to cover tax withholding obligations. Such transactions typically occur when equity awards vest and taxes are due, and do not necessarily indicate a change in the insider’s view of the company.

How many Fluent (FLNT) shares does the CFO hold after the reported sale?

After selling 3,662 shares, the amended filing reports that CFO Ryan MacNab directly owns 28,938 shares of Fluent common stock. This corrects an earlier figure that had not accounted for the company’s prior 1-for-6 reverse stock split.

What correction does this amended Form 4 make for Fluent (FLNT)?

The amendment corrects the previously reported post-transaction holdings. An earlier Form 4 showed 66,934 shares after the sale, but this amount did not reflect Fluent’s 1-for-6 reverse stock split. The accurate post-sale holding is 28,938 shares.

How is Fluent (FLNT)’s reverse stock split related to this Form 4 amendment?

Fluent completed a 1-for-6 reverse stock split on April 11, 2024. The prior Form 4 mistakenly reported post-sale holdings without reflecting this split. The amended filing now aligns the CFO’s 28,938-share balance with the adjusted share count after the split.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 06/12/2026 - 04:18 PM EDT Learn about SEC filing dates

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Perfit Ryan MacNab

(Last) (First) (Middle)

C/O FLUENT, INC.

300 VESEY STREET, 9TH FLOOR

(Street)

NEW YORK NEW YORK 10282

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Fluent, Inc. [ FLNT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
09/09/2025

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)
09/15/2025

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/09/2025		S(1)		3,662	D	$2.05	28,938(2)	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. The shares were sold to cover tax withholding obligations.

2. On September 15, 2025, the Reporting Person filed a Form 4 which inadvertently reported, that following his sale of 3,662 shares of common stock, the Reporting Person owned 66,934 shares of common stock which amount did not reflect the Issuer's 1-for-6 reverse stock split effectuated on April 11, 2024. As reported in this amendment, following the sale of 3,662 shares of common stock, the Reporting Person owned 28,938 shares of common stock.

	/s/ Ryan Perfit	06/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)