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  4. [Form 4/A] Fluent, Inc. Amended Insider Trading Activity

Fluent (FLNT) director gets 21,429 RSUs and corrects share count

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

Mathis Donald H reported acquisition or exercise transactions in this Form 4 filing.

Fluent, Inc. director Donald H. Mathis reported an equity award and corrected his share count. On June 5, 2024 he received a grant of 21,429 restricted stock units under Fluent’s 2022 Omnibus Equity Incentive Plan, vesting in three equal annual installments beginning on June 1, 2025.

After this grant, Mathis directly owned 86,088 shares of common stock. The amended Form 4 also fixes a prior filing that had understated his post–reverse-split holdings by five shares.

Positive

  • None.

Negative

  • None.
Insider Mathis Donald H
Role null
Type Security Shares Price Value
Grant/Award Common Stock 21,429 $0.00 --
Holdings After Transaction: Common Stock — 86,088 shares (Direct, null)
Footnotes (1)
  1. On April 11, 2024, the Issuer effected a 6-for-1 reverse stock split (the "Reverse Stock Split"). The holding reported here reflects the Reverse Stock Split. On June 5, 2024, the Reporting Person received a grant of 21,429 restricted stock units ("RSUs") under the Issuer's 2022 Omnibus Equity Incentive Plan. These RSUs will vest in three equal annual installments, beginning on June 1, 2025. On July 2, 2024, the Reporting Person filed a Form 4 which inadvertently reported, that following his activity, the Reporting Person owned a total of 86,083 shares of common stock which amount did not accurately reflect the total impact for Issuer's 1-for-6 reverse stock split effectuated on April 11, 2024. As reported in this amendment, following the activity, the Reporting Person owned 86,088 shares of common stock.
RSU grant size 21,429 units Restricted stock units granted on June 5, 2024
Grant price $0.00 per share Equity award, not an open-market purchase
Shares after transaction 86,088 shares Common stock directly owned following June 5, 2024 grant
Vesting start date June 1, 2025 First of three equal annual RSU vesting installments
Amended share correction 5 shares Increase from 86,083 to 86,088 after reverse split adjustment
Reverse split effective date April 11, 2024 Reverse stock split reflected in reported holdings
restricted stock units financial
"received a grant of 21,429 restricted stock units ("RSUs")"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
reverse stock split financial
"the Issuer effected a reverse stock split"
A reverse stock split is when a company reduces the number of its shares outstanding, making each share more valuable. For example, if you own 100 shares worth $1 each, a 1-for-10 reverse split would turn your 100 shares into 10 shares worth $10 each. Companies often do this to boost their stock price and appear more stable to investors.
2022 Omnibus Equity Incentive Plan financial
"RSUs under the Issuer's 2022 Omnibus Equity Incentive Plan"
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.
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Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
Mathis Donald H
(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)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/05/2024		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)
07/02/2024
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)
CodeVAmount(A) or (D)Price
Common Stock06/05/2024A21,429A$086,088(1)(2)(3)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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. On April 11, 2024, the Issuer effected a 6-for-1 reverse stock split (the "Reverse Stock Split"). The holding reported here reflects the Reverse Stock Split.
2. On June 5, 2024, the Reporting Person received a grant of 21,429 restricted stock units ("RSUs") under the Issuer's 2022 Omnibus Equity Incentive Plan. These RSUs will vest in three equal annual installments, beginning on June 1, 2025.
3. On July 2, 2024, the Reporting Person filed a Form 4 which inadvertently reported, that following his activity, the Reporting Person owned a total of 86,083 shares of common stock which amount did not accurately reflect the total impact for Issuer's 1-for-6 reverse stock split effectuated on April 11, 2024. As reported in this amendment, following the activity, the Reporting Person owned 86,088 shares of common stock.
/s/ Donald Mathis06/18/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR

FAQ

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

Fluent reported that director Donald H. Mathis received 21,429 restricted stock units on June 5, 2024. The award is part of his equity compensation and was recorded at a price of $0.00 per share, indicating a grant rather than a market purchase.

How many Fluent (FLNT) shares does Donald H. Mathis hold after the transaction?

Following the June 5, 2024 equity grant, Donald H. Mathis directly owns 86,088 shares of Fluent common stock. The amended filing corrects a previous Form 4 that had slightly understated his post–reverse-split holdings by five shares.

How do the new Fluent (FLNT) RSUs granted to Mathis vest?

The 21,429 restricted stock units granted to Donald H. Mathis will vest in three equal annual installments. Vesting begins on June 1, 2025, meaning one-third of the units vests each year over a three-year period, subject to the plan’s terms.

Why did Fluent (FLNT) file an amended Form 4 for Donald H. Mathis?

Fluent filed an amended Form 4 to correct Mathis’s reported share ownership after a reverse stock split. A prior Form 4 showed 86,083 shares; the amendment clarifies that he actually owned 86,088 shares of common stock following the activity.

What equity plan was used for the Fluent (FLNT) RSU grant to Mathis?

The 21,429 restricted stock units granted to Donald H. Mathis were issued under Fluent’s 2022 Omnibus Equity Incentive Plan. This plan authorizes the company to grant various equity awards, including RSUs, as part of director and employee compensation.