Welcome to our dedicated page for Inuvo SEC filings (Ticker: INUV), 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.
The SEC filings page for Inuvo, Inc. (NYSE American: INUV) provides access to the company’s official regulatory disclosures, including annual and quarterly reports and current reports on Form 8-K. As a Nevada corporation with securities registered under the Exchange Act, Inuvo submits filings that describe its financial condition, operating results, material agreements, financing transactions, and governance changes.
Investors can use this page to locate annual reports on Form 10-K and quarterly reports on Form 10-Q, which include audited or reviewed financial statements, management’s discussion and analysis, risk factor disclosures, and information on items such as goodwill, intangible assets, and stockholders’ equity. These filings explain how Inuvo’s AI-driven advertising business, including its IntentKey platform and related tools, translates into revenue, expenses, and cash flows.
Inuvo also files current reports on Form 8-K to disclose significant events. Recent 8-Ks have addressed quarterly earnings releases and conference call scripts, amendments to a Google Services Agreement through its subsidiary Vertro, Inc., executive changes and employment agreements, and a securities purchase agreement for subordinated convertible notes with related registration rights and debt subordination arrangements. These documents outline key terms, limitations, and covenants associated with Inuvo’s commercial and financing activities.
Through this page, users can review capital structure and financing details, such as the terms of convertible notes, ownership and issuance limits tied to exchange rules, and relationships with senior lenders. They can also examine non-GAAP reconciliations that bridge net loss to EBITDA and Adjusted EBITDA, as presented in earnings-related filings.
Stock Titan enhances these filings with AI-powered summaries that highlight important sections and clarify technical language. Real-time updates from EDGAR ensure that new 10-K, 10-Q, 8-K, and other forms appear promptly, while insider transaction reports on Form 4 and proxy statements, when filed, can be reviewed to understand executive compensation and ownership changes.
Inuvo, Inc.'s CFO Wallace D. Ruiz exercised restricted stock units into common shares and had part of the award withheld for taxes. On the transaction date, 7,500 restricted stock units converted into 7,500 shares of common stock. Of these, 3,739 shares were withheld at a price of $2.14 per share to satisfy tax obligations. After these compensation-related transactions, Ruiz directly held 126,367 shares of Inuvo common stock. The affected restricted stock units vest in three equal annual installments, and the figures are adjusted for a previously completed 1-for-10 reverse stock split.
Inuvo, Inc. director Richard K. Howe exercised equity awards and settled related taxes. On April 1, 2026, he exercised 36,667 restricted stock units, receiving the same number of common shares at a reported exercise price of $0.00 per share.
To cover tax obligations, 15,143 common shares were withheld at $2.14 per share as a tax-withholding disposition. After these transactions, Howe directly held 547,916 shares of Inuvo common stock. All referenced restricted stock units represent a contingent right to receive one share of common stock each and were adjusted for a prior 1-for-10 reverse stock split.
Inuvo, Inc., through its wholly owned subsidiary Vertro, Inc., has extended its existing Google Services Agreement. On March 31, 2026 Vertro entered into an Extension Amendment, effective April 1, 2026, that lengthens the agreement’s term by three months. The new expiration date is June 30, 2026. Certain portions of the amendment have been redacted as immaterial and confidential, and the full document is filed as an exhibit.
Inuvo, Inc. reports 2025 results showing modest revenue growth but continued losses and liquidity pressure. Net revenue rose 2.9% to $86.2 million, driven mainly by its Platform business, while gross margin compressed to 74.5% as product mix shifted.
The company recorded an operating loss of about $5.1 million, similar to 2024, and ended the year with $2.8 million in cash and a net working capital deficit of $5.1 million. Two platform customers generated 64.2% and 19.3% of revenue, creating significant customer concentration risk.
Inuvo positions itself as an AI-driven advertising technology provider built around its patented IntentKey large language model and related tools such as IntentPath and Ranger. Management highlights recurring losses, dependence on its credit facility and capital markets, and NYSE American listing requirements as key risks, but notes post‑year‑end liquidity from a $3.33 million subordinated convertible note and about $6.2 million in class action settlement proceeds.
Inuvo reported fourth quarter and full year 2025 results and outlined its 2026 strategy. Net revenue was $14.3 million in Q4 2025, down from $26.2 million a year earlier, as the company deliberately reduced lower-quality platform activity. Full year 2025 net revenue rose slightly to $86.2 million from $83.8 million.
Gross margin fell to 66.4% in Q4 and 74.5% for 2025, versus 83.1% and 85.6% in 2024, reflecting a shift in platform revenue mix. Q4 operating expenses dropped to $10.7 million from $21.5 million, and full year operating expenses declined to $70.9 million from $77.3 million.
Inuvo posted a Q4 2025 net loss of $0.6 million and a full year net loss of $5.1 million, modestly improved from a $5.8 million loss in 2024. Adjusted EBITDA for 2025 was a loss of $1.2 million. As of December 31, 2025, cash was $2.8 million with $6.7 million of availability under its facility, later supplemented by a $3.3 million convertible note and $6.2 million settlement proceeds.
Inuvo, Inc. CFO Wallace D. Ruiz reported equity award activity involving common stock and restricted stock units. On March 1, 2026, he exercised or converted 10,000 restricted stock units into an equal number of common shares at a stated price of $0.00 per share.
On the same date, 5,034 common shares were disposed of in a tax-withholding disposition at $2.55 per share to satisfy exercise price or tax obligations. After these transactions, he directly held 127,640 shares of common stock and 10,000 restricted stock units. Each restricted stock unit represents a contingent right to receive one common share and vests 33.33% per year beginning on the first anniversary of the grant date. The figures reflect a 1-for-10 reverse stock split that occurred on June 10, 2025.
Inuvo, Inc. director Richard K. Howe reported equity compensation-related transactions. On March 1, 2026, he exercised 41,667 restricted stock units, converting them into 41,667 shares of common stock at a price of $0.00 per share. Each restricted stock unit represented a contingent right to receive one share of common stock.
On the same date, Howe disposed of 19,411 common shares at $2.55 per share in a tax-withholding transaction used to satisfy tax liabilities arising from the equity award. After these transactions, he held 526,392 shares of Inuvo common stock directly.
Inuvo, Inc. reported that its wholly owned subsidiary, Vertro, Inc., has entered into an Extension Amendment to its Google Services Agreement with Google LLC. The amendment, dated February 17, 2026 and effective March 1, 2026, extends the agreement’s term by one month.
With this change, the Google Services Agreement, originally effective January 1, 2024, now expires on March 31, 2026. The company has filed the full amendment as an exhibit for reference.
Inuvo, Inc. is registering up to 5,000,000 shares of common stock for resale by a single selling stockholder, 3i, LP. These shares are issuable upon conversion of a $3,333,333 Convertible Note with a conversion price of $3.10 per share, subject to adjustments with a minimum of $0.736.
The company already sold the Convertible Note in a private placement and received gross proceeds of $3 million, which it plans to use for general corporate purposes, including working capital. Inuvo will not receive any proceeds from the resale of the shares covered by this prospectus.
Inuvo operates an advertising technology business built around proprietary generative large language AI that targets audiences without using consumer identity or data. Key risks highlighted include potential dilution from share issuances, stock price volatility, reliance on major customers and partners, cybersecurity threats, regulatory and privacy compliance, possible future financings that may be dilutive, and the lack of anticipated cash dividends in the foreseeable future.