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.
Inuvo, Inc. filings document an AI-driven advertising technology issuer, its common stock, governance matters and material corporate events. Recent Form 8-K disclosures cover results of operations, preliminary revenue information, convertible-note financing and registration rights, settlement proceeds, executive appointments, and amendments to service agreements involving its Vertro subsidiary.
Inuvo proxy materials describe annual meeting voting matters, including director elections and ratification of the independent registered public accounting firm. The filing record also documents common-stock issuance limits under NYSE American rules, exhibits for material agreements, Regulation FD updates, and operating disclosures tied to IntentKey, Platform activity and digital advertising technology.
Inuvo, Inc. reported first‑quarter 2026 revenue of $7.9 million, down 70.3% from the prior year as Legacy Search sales fell sharply following a deliberate “Bonfire” reset to improve traffic quality and compliance. Gross margin dropped to 46.2% versus 79.0% a year earlier, driving an operating loss of $3.9 million. Thanks mainly to a one‑time class‑action settlement of about $6.2 million, Inuvo posted net income of $1.9 million, or $0.13 per diluted share, compared with a loss in 2025. The company ended the quarter with $2.9 million in cash, a net working capital deficit of roughly $2.7 million, no borrowings under its $10 million SLR credit facility, and a new $3.3 million subordinated convertible note outstanding. Management is refocusing on higher‑margin IntentKey Audience Modeling and believes existing liquidity and expected cash flows can support operations for at least the next twelve months, while acknowledging uncertainty around restoring Legacy Search revenue.
Inuvo reported a sharp reset in its business in the first quarter of 2026. Net revenue fell 70% year over year to $7.9M, mainly because of continued weakness in the Legacy Search channel after the Bonfire platform reset. Audience Modeling, which includes the IntentKey AI offering, grew revenue 13% as the company pivots toward this higher‑value segment.
Gross profit dropped 82.6% to $3.7M, and operating loss widened to $3.9M despite marketing cost cuts. A one-time class action settlement drove other income of $6.2M, resulting in net income of $1.9M, or $0.13 per diluted share, even as Adjusted EBITDA was a loss of $2.1M. Management highlighted IntentKey product advances, new enterprise wins, and cost alignment in Legacy Search as key to building a more resilient, AI-driven advertising business.
Inuvo, Inc. is asking stockholders to vote at its 2026 annual meeting on June 18, 2026. The agenda includes electing two Class III directors, Rob Buchner and Sanja Partalo, to terms ending at the 2029 annual meeting and ratifying EisnerAmper LLP as independent auditor for 2026.
Stockholders of record at the close of business on April 21, 2026, when 14,820,898 common shares were outstanding, are entitled to one vote per share. A quorum requires at least 33 1/3% of outstanding shares. The Board unanimously recommends voting “FOR” both director nominees and “FOR” the auditor ratification.
The filing also outlines Inuvo’s governance structure, committee composition, executive and director compensation, equity plans and principal stockholders. Independent directors’ pay will move to $100,000 annually starting July 1, 2026, paid 30% in cash and 70% in restricted stock units, aligning a greater portion of director compensation with equity.
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.