Inuvo (INUV) CEO Buchner receives 75,000 restricted stock units grant

Rhea-AI Filing Summary

Inuvo, Inc. reported that Chief Executive Officer and director Robert C. Buchner received a grant of 75,000 restricted stock units on February 1, 2026. Each unit represents the right to receive one share of Inuvo common stock at no cash exercise price.

The restricted stock units vest in installments of 33.33% per year, beginning on the first anniversary of the grant date and continuing annually until fully vested by February 1, 2029. Following this grant, Buchner directly beneficially owns 75,000 derivative securities tied to Inuvo common stock.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Buchner Robert C.

Role Chief Executive Officer

Type	Security	Shares	Price	Value
Grant/Award	Restricted Stock Unit	75,000	$0.00	--

Holdings After Transaction: Restricted Stock Unit — 75,000 shares (Direct)

Footnotes (1)

1. Each restricted stock unit represents a contingent right to receive one share of Issuer's Common Stock. The restricted stock units become vested 33.33% per year beginning on the first anniversary of the date of grant.

Form 4 Insider Transactions: What Each Field Means →

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^*

Buchner Robert C.

(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)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/01/2026

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

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)	02/01/2026		A		75,000		(2)	02/01/2029	Common Stock	75,000	$0.0000	75,000	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.

	/s/ Robert C. Buchner	02/03/2026
	** 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.

FAQ

What insider transaction did Inuvo (INUV) report for Robert C. Buchner?

Inuvo reported that CEO and director Robert C. Buchner received 75,000 restricted stock units on February 1, 2026. These units are derivative securities giving him a contingent right to receive Inuvo common shares as they vest over time.

How many Inuvo restricted stock units were granted to the CEO in this Form 4?

The Form 4 shows a grant of 75,000 restricted stock units to Inuvo’s CEO. After this award, Buchner beneficially owns 75,000 derivative securities directly, all tied to potential future delivery of Inuvo common stock upon vesting.

What is the vesting schedule for Robert C. Buchner’s 75,000 Inuvo RSUs?

The 75,000 restricted stock units vest 33.33% per year, starting on the first anniversary of the February 1, 2026 grant date. The remaining units continue to vest annually until the final vesting date of February 1, 2029.

What does each Inuvo restricted stock unit granted to the CEO represent?

Each restricted stock unit represents a contingent right to receive one share of Inuvo common stock. No cash exercise price is required; shares are delivered as the units vest according to the defined multi‑year vesting schedule.

Is the Inuvo CEO’s RSU ownership reported as direct or indirect in the Form 4?

The filing reports Buchner’s ownership of the 75,000 restricted stock units as direct. The ownership form is listed as “D” in the derivative securities table, with no separate nature of indirect beneficial ownership indicated in this report.

When do Robert C. Buchner’s Inuvo restricted stock units expire?

The Form 4 lists an expiration date of February 1, 2029 for the 75,000 restricted stock units. This date corresponds to the final vesting year for the award, after which all units are scheduled to have fully vested if service conditions are met.