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[Form 4] Fluent, Inc. Insider Trading Activity

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
4
Rhea-AI Filing Summary

Patrick Donald Huntley, Chief Executive Officer of Fluent, Inc. (FLNT), reported acquisitions on Form 4 dated 08/19/2025 and signed 08/21/2025. The filing shows two derivative purchases: 14,286 Pre-Funded Warrants at a price of $0.0005 and 14,286 Warrants with a conversion price of $2.21. Each derivative represents the right to acquire 14,286 shares of Common Stock and is reported as direct beneficial ownership.

The pre-funded warrants and warrants are described as immediately exercisable only after stockholder approval of the offering; the warrants have an expiration date of 02/20/2031. The pre-funded warrants will terminate when fully exercised. No other transactions or changes in existing common-stock holdings are disclosed in this filing.

Positive
  • Insider acquisition disclosed for transparency: CEO reported purchases of pre-funded warrants and warrants
  • Clear exercisability and expiration terms provided: pre-funded warrants exercisable after stockholder approval; warrants expire 02/20/2031
  • Direct beneficial ownership is stated, enabling straightforward interpretation of holdings
Negative
  • None.

Insights

TL;DR: CEO acquired paired pre-funded warrants and warrants totaling 28,572 derivative instruments, exercisable after shareholder approval.

The Form 4 documents that the reporting person, Fluent's CEO, acquired 14,286 pre-funded warrants at $0.0005 and 14,286 warrants at a $2.21 exercise price on 08/19/2025, each convertible into 14,286 common shares and reported as direct ownership. The filing states exercisability is contingent on stockholder approval of the offering; the warrants expire 02/20/2031. From a financial-analyst perspective, this is a disclosure of insider participation in an equity-related issuance with deferred exercisability, but the filing does not provide company-level proceeds, dilution percentages, or pre-transaction common-stock totals to assess materiality.

TL;DR: Insider purchase disclosed; exercisability conditioned on shareholder approval, consistent with standard governance procedures.

The filing shows the CEO directly acquired derivative securities tied to common shares, with explicit conditions that the instruments become exercisable only after stockholder approval. The Form 4 properly discloses transaction dates, prices, and expiration, and is signed by the reporting person. The disclosure facilitates transparency about potential future dilution but contains no information about related voting items or the securities' placement details.

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)
08/19/2025
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
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 08/19/2025 A 14,286 (1) (2) Common Stock 14,286 $0.0005 14,286 D
Warrant $2.21 08/19/2025 A 14,286 (3) 02/20/2031 Common Stock 14,286 $0 14,286 D
Explanation of Responses:
1. The Pre-Funded Warrants will be immediately exercisable after stockholder approval of the offering of the Issuer's Pre-Funded Warrants.
2. The Pre-Funded Warrants will terminate when exercised in full.
3. The Warrants will be immediately exercisable after stockholder approval of the offering of the Warrants.
/s/ Donald Patrick 08/21/2025
** 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.
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.

FAQ

What did FLNT CEO Patrick Donald Huntley acquire on the Form 4?

He acquired 14,286 Pre-Funded Warrants at $0.0005 and 14,286 Warrants with a $2.21 exercise price on 08/19/2025.

When do the newly reported warrants become exercisable for FLNT?

The filing states both the pre-funded warrants and warrants are immediately exercisable only after stockholder approval of the offering.

What is the expiration date of the warrants reported on the Form 4 for FLNT?

The warrants have an expiration date of 02/20/2031 as disclosed in the filing.

How is the reported ownership held according to the Form 4 for FLNT?

The Form 4 reports the derivative securities as direct (D) beneficial ownership by the reporting person.

Who signed the Form 4 and when was it signed?

The Form 4 was signed by /s/ Donald Patrick on 08/21/2025 as shown in the filing.
Fluent, Inc.

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