Inuvo CFO exercises RSUs, withholds shares for taxes

Inuvo CFO Wallace D Ruiz exercised 10,000 restricted stock units on March 1, 2026, receiving an equal number of common shares at $0 per share.

Rhea-AI Filing Summary

Inuvo CFO Wallace D Ruiz exercised 10,000 restricted stock units on March 1, 2026, receiving an equal number of common shares at $0 per share. To satisfy tax obligations, 5,034 common shares were withheld at $2.55 per share. After these transactions, he directly holds 122,606 shares of Inuvo common stock. Each restricted stock unit represents one share, and the reported amounts reflect a prior 1-for-10 reverse stock split.

Insider Trade Summary

10,000 shares exercised/converted

Exercise 3 txns

Insider RUIZ WALLACE D

Role CFO

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Unit	10,000	$0.00	$0.00
Exercise	Common Stock	10,000	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	5,034	$2.55	$13K

Holdings After Transaction: Restricted Stock Unit — 10,000 contracts (Direct); Common Stock — 122,606 shares (Direct)

Footnotes (3)

1. F1. Each restricted stock unit represents a contingent right to receive one share of Issuer's Common Stock.
2. F2. The restricted stock units become vested 33.33% per year beginning on the first anniversary of the date of grant.
3. F3. Adjusted to reflect a 1-for-10 reverse stock split that occurred on June 10, 2025.

Key Figures

RSUs Exercised: 10000.0000 shares Tax-Withheld Shares: 5034.0000 shares Tax-Withholding Price: 2.5500 per share +4 more

7 metrics

RSUs Exercised 10000.0000 shares Restricted stock units exercised or converted into common stock on 2026-03-01

Tax-Withheld Shares 5034.0000 shares Common shares withheld to satisfy tax liability at $2.5500 per share

Tax-Withholding Price 2.5500 per share Price used for the 5,034-share tax-withholding disposition

Post-Transaction Holding 122,606 shares Direct holding of Inuvo common stock by Wallace D Ruiz after the reported transactions

Reverse Stock Split Ratio 1-for-10 Prior reverse stock split adjustment affecting reported RSU and share amounts

Vesting Rate 33.33% per year Annual vesting rate of the restricted stock units beginning on the first grant anniversary

Transaction Date 2026-03-01 Date of RSU exercise and related tax-withholding share disposition

Key Terms

Restricted Stock Unit, reverse stock split, tax-withholding disposition

3 terms

Restricted Stock Unit financial

"Each restricted stock unit represents a contingent right to receive one share of Issuer's Common Stock."

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

reverse stock split financial

"Adjusted to reflect a 1-for-10 reverse stock split that occurred on June 10, 2025."

A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.

tax-withholding disposition financial

"transaction_action: tax-withholding disposition"

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What transactions did Inuvo (INUV) CFO Wallace D Ruiz report?

Wallace D Ruiz reported exercising 10,000 restricted stock units, receiving an equal number of common shares, and a tax-withholding disposition of 5,034 shares on March 1, 2026. These movements relate to equity compensation and associated tax obligations.

How many Inuvo (INUV) shares did Wallace Ruiz acquire through RSU exercise?

Ruiz exercised 10,000 restricted stock units, each representing one common share, thus acquiring 10,000 shares of Inuvo common stock at $0 per share. This reflects equity compensation becoming share ownership.

How many Inuvo (INUV) shares were withheld for Wallace Ruiz’s taxes?

To cover tax obligations, 5,034 common shares of Inuvo were withheld at $2.55 per share. This tax-withholding disposition reduced the number of shares Ruiz retained from the RSU exercise.

What is Wallace Ruiz’s Inuvo (INUV) common stock holding after these transactions?

Following the reported RSU exercise and tax withholding, Wallace D Ruiz directly holds 122,606 shares of Inuvo common stock. This figure reflects his post-transaction equity position as reported.

How do Inuvo (INUV) restricted stock units reported by Ruiz work?

Each restricted stock unit reported by Ruiz represents a contingent right to one common share of Inuvo. The units vest 33.33% per year beginning on the first anniversary of the grant date, subject to the prior 1-for-10 reverse stock split.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 03/03/2026 - 04:21 PM Learn about SEC filing dates

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^*

RUIZ WALLACE D

(Last) (First) (Middle)

500 PRESIDENT CLINTON AVE.

SUITE 300

(Street)

LITTLE ROCK AR 72201

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Inuvo, Inc. [ INUV ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CFO

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

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	03/01/2026		M		10,000	A	$0.0000	127,640	D
Common Stock	03/01/2026		F		5,034	D	$2.55	122,606	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
Restricted Stock Unit	(1)	03/01/2026		M			10,000	(2)	03/01/2027	Common Stock	10,000	$0.0000	10,000(3)	D

Explanation of Responses:

1. Each restricted stock unit represents a contingent right to receive one share of Issuer's Common Stock.

2. The restricted stock units become vested 33.33% per year beginning on the first anniversary of the date of grant.

3. Adjusted to reflect a 1-for-10 reverse stock split that occurred on June 10, 2025.

	/s/ Wallace D. Ruiz	03/03/2026
	** 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.