[Form 4] Fluent, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Fluent, Inc. (FLNT) – Form 4 insider activity dated 06/24/2025

Chief Executive Officer Donald P. Huntley converted the remainder of his pre-funded warrants into common stock. The warrants, carrying a de-minimis exercise price of $0.0005 per share, were exercised on a cashless basis immediately after shareholder approval of the warrant offering on 06/18/2025.

• Common shares acquired: 30,795 (21,596 + 9,199) through code “M” exercises.
• Common shares surrendered: 6 (5 + 1) through code “J(1)” entries tied to the cashless mechanism.
• Net change: +30,789 shares, lifting Huntley’s direct ownership from roughly 300.9k to 331,680 shares.
• Derivative position: All 30,795 pre-funded warrants were fully exercised; zero derivative securities remain.

No open-market sales occurred, so the transaction does not immediately signal profit-taking. While the converted shares add a minor amount of dilution (<0.1% of FLNT’s ~118 million shares outstanding), the CEO’s larger common position can be viewed as a vote of confidence in the company’s prospects.

Positive

• CEO increases direct share ownership by 30,789 shares, indicating greater alignment with shareholder interests.
• All outstanding pre-funded warrants eliminated, reducing future derivative overhang and simplifying capital structure.

Negative

• The conversion adds a small amount of additional common shares, introducing minor dilution.

Insights

Equity Research Analyst

TL;DR: CEO converted all low-priced warrants, boosting share count by 31k; signal mildly positive, dilution immaterial.

The filing confirms that CEO Donald P. Huntley elected to exercise 30,795 pre-funded warrants at a nominal price rather than let them sit outstanding. Because the warrants were already counted in the company’s fully-diluted share base, the economic dilution is negligible. What changes is the insider’s exposure: his direct common holdings rise to 331,680 shares, aligning management incentives with shareholders. Importantly, there were no open-market disposals; therefore, the exercise cannot be interpreted as cashing out. From a governance standpoint, eliminating the derivative layer simplifies the capital structure and removes an overhang. Given Fluent’s small-cap status, insiders’ actions are often scrutinized; this move is moderately reassuring but not transformative for valuation or liquidity.

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^*

Patrick Donald Huntley

(Last) (First) (Middle)

C/O FLUENT, INC.

300 VESEY STREET, 9TH FLOOR

(Street)

NEW YORK NY 10282

(City) (State) (Zip)

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 Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
06/24/2025

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

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

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

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	06/24/2025		M		21,596	A	$0.0005	322,487	D
Common Stock	06/24/2025		J(1)		5	D	$0.0005	322,482	D
Common Stock	06/24/2025		M		9,199	A	$0.0005	331,681	D
Common Stock	06/24/2025		J(1)		1	D	$0.0005	331,680	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
Pre-Funded Warrant	$0.0005	06/24/2025		M			21,596	06/18/2025(2)	(3)	Common Stock	21,596	$0	0	D
Pre-Funded Warrant	$0.0005	06/24/2025		M			9,199	06/18/2025(2)	(3)	Common Stock	9,199	$0	0	D

Explanation of Responses:

1. The Reporting Person exercised the pre-funded warrants on a cashless basis.

2. The Pre-Funded Warrants were immediately exercisable after stockholder approval of the offering of the Issuer's Pre-Funded Warrants, which approval was obtained on June 18, 2025.

3. The Pre-Funded Warrants will terminated when exercised in full. The Pre-Funded Warrants were exercised on June 24, 2025.

	/s/ Donald Patrick	07/03/2025
	** 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.
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FAQ

How many Fluent (FLNT) shares did the CEO acquire on 06/24/2025?

Donald P. Huntley acquired 30,795 common shares through warrant exercises.

What was the exercise price of the pre-funded warrants?

Each warrant was exercised at a $0.0005 per-share price.

Does the CEO still hold any Fluent pre-funded warrants?

No. All 30,795 warrants were fully exercised; zero remain outstanding.

What is the CEO’s new total share ownership in FLNT?

Following the transactions, Huntley directly owns 331,680 common shares.

Will the transaction cause significant dilution to existing shareholders?

Dilution is immaterial; the additional 30.8k shares represent less than 0.1% of total shares outstanding.