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. is soliciting proxies for its virtual 2026 Annual Meeting of Stockholders to be held June 17, 2026 at 11:00 a.m. Eastern Time. Stockholders will vote to elect seven directors and on advisory approval of 2025 executive compensation, auditor ratification, approval of multiple warrant issuances to certain directors/officers, a proposed charter amendment to exculpate officers, an increase to the Company’s equity incentive plan, and an adjournment proposal. The board recommends a "FOR" vote on each proposal. The meeting materials and 2025 Annual Report will be furnished via the Internet; holders of record as of the record date may vote using a 16-digit control number through the virtual meeting platform.
Fluent, Inc. files its annual report describing a digital advertising business built around commerce media solutions and owned-and-operated rewards sites. The company warns there is substantial doubt about its ability to continue as a going concern, citing declining registration volumes, regulatory constraints, and financing dependence.
Fluent is shifting focus toward its growing Commerce Media Solutions segment, which embeds post-transaction ad units on partner e‑commerce and media properties, while having sold its Call Solutions business on January 31, 2026. It also highlights heavy exposure to gaming advertisers, intense competition, and tightening data privacy and telemarketing rules.
Global Value Investment Corp. (GVIC), a 10% owner of Fluent, Inc., reported open-market purchases of Common Stock. GVIC bought 65,148 shares on March 13, 2026 at a weighted average price of $3.4712 and 17,207 shares on March 12, 2026 at $3.4858, totaling 82,355 shares. After these trades, GVIC indirectly holds 3,089,676 Common shares and there are 9,385 shares reported as directly owned. GVIC is also shown with Pre-Funded Warrants and Warrants, each exercisable into 78,425 Common shares at exercise prices of $0.0005 and $2.20, respectively, which become exercisable only after stockholder approval, with the Warrants expiring three years from issuance. Footnotes state these securities are held in accounts managed by GVIC and that beneficial ownership is disclaimed beyond any pecuniary interest.
Fluent, Inc. director and 10% owner James Geygan reported open-market purchases of a total of 82,480 shares of Common Stock on March 12–13, 2026. Most of the buying was for accounts managed by Global Value Investment Corporation, which he controls, at prices around $3.47–$3.49 per share, plus a small direct purchase.
After these transactions, accounts managed by Global Value Investment Corporation held 3,040,655 shares indirectly attributed to him, and he held 58,406 shares directly. He also holds Pre-Funded Warrants and Warrants, both tied to Common Stock, which become exercisable only after stockholder approval; the Warrants will expire three years from their issuance date, while the Pre-Funded Warrants will terminate once fully exercised.
Fluent, Inc. reported unaudited Q4 and full-year 2025 results that highlight a strategic shift toward its Commerce Media Solutions business. Q4 2025 revenue was $61.8 million, with full-year 2025 revenue of $208.8 million, down from $254.6 million in 2024.
Commerce Media Solutions drove growth, with Q4 2025 revenue of $34.7 million, up 101% from $17.2 million in Q4 2024 and representing 56% of consolidated revenue. Commerce media annual revenue run rate now exceeds $105 million with a 30% media margin.
Q4 net loss was $4.1 million, while full-year net loss was $27.2 million, modestly improved versus 2024. Adjusted EBITDA turned slightly positive in Q4 at $0.2 million but was negative $9.0 million for 2025. Management expects double-digit consolidated revenue growth on continuing operations and improved adjusted EBITDA in 2026.
Fluent, Inc. shareholder JB Capital Partners, L.P. and Alan W. Weber report a passive ownership stake in the company’s common stock. They each report beneficial ownership of 2,169,483 shares, representing 7.2% of Fluent’s common stock, based on 30,287,597 shares outstanding as of November 12, 2025.
Both reporting persons have shared voting and dispositive power over these shares and no sole voting or dispositive power. They certify the holdings were not acquired to change or influence control of Fluent and disclaim being part of a group or owning each other’s reported securities beyond any pecuniary interest.
Fluent, Inc. disclosed that its indirect subsidiary Inbox Pal, LLC entered into a Membership Interest Purchase Agreement with InsurCo, LLC, under which InsurCo acquired all membership interests of Winopoly, LLC. The aggregate purchase price is $3.0 million, payable to Fluent, LLC through a secured promissory note from the buyer.
The promissory note is backed by a first-priority security interest in substantially all of the buyer’s assets, with limited subordination permitted for future financing. Before closing, Fluent contributed certain business-related assets to Winopoly, while working capital, including pre-closing accounts receivable, was excluded. The agreement includes customary representations, warranties, indemnities, employee-related provisions, data-use restrictions, and mutual releases.
Fluent, Inc.’s major shareholder updates ownership details. Phillip Frost, M.D. and Frost Gamma Investments Trust report beneficial ownership of 7,874,166 shares of Fluent common stock, representing 24.7% of the company, based on 30,287,597 shares outstanding as of November 12, 2025.
This total includes 66,667 shares underlying a convertible subordinated promissory note, 909,297 shares underlying warrants issued May 19, 2025, and 571,429 shares underlying warrants issued August 19, 2025. These 571,429 warrants, with a $2.21 exercise price, will be fully exercisable on February 20, 2026. The acquisitions were funded from the working capital of Frost Gamma Investments Trust.
Fluent, Inc. director and 10% owner James P. Geygan reported indirect sales of the company’s common stock through Global Value Investment Corporation (GVIC). On December 16, 2025, a GVIC-managed client account sold 25,400 shares of Fluent common stock at a weighted average price of $2.082, leaving 2,973,495 shares beneficially owned indirectly. On December 17, 2025, the account sold another 15,170 shares at a weighted average price of $2.0447, reducing indirect beneficial ownership to 2,958,325 shares.
The filing states these were non-discretionary, unsolicited trades executed at the sole direction of the account owner for tax management purposes. Geygan also reports both direct and indirect holdings of pre-funded warrants and warrants exercisable into Fluent common stock. The pre-funded warrants become exercisable only after stockholder approval and terminate when fully exercised, while the warrants become exercisable after stockholder approval and expire three years from issuance. Geygan disclaims beneficial ownership of GVIC-managed securities beyond any pecuniary interest.
Fluent, Inc. insider Global Value Investment Corporation (GVIC) reported client-directed sales of Fluent common stock and detailed its warrant holdings. On December 16, 2025, an indirectly managed account sold 25,400 shares of common stock at a weighted average price of $2.082, and on December 17, 2025 it sold another 15,170 shares at a weighted average price of $2.0447, both coded as transaction type J. After these sales, GVIC reported indirect beneficial ownership of 3,007,321 shares of Fluent common stock held through Global Value Investment Corporation-managed accounts.
The filing states these were non-discretionary, unsolicited trades executed in a client account at the sole direction of the account owner for tax management. GVIC also reported indirect beneficial ownership of 78,425 pre-funded warrants with an exercise price of $0.0005 per share and 78,425 warrants with an exercise price of $2.2 per share, each exercisable only after stockholder approval of the respective offerings, with the pre-funded warrants terminating upon full exercise and the warrants expiring three years from issuance.