Sec Form 4 Filing - Patrick Donald Huntley @ Fluent, Inc. - 2025-06-10

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Patrick Donald Huntley
2. Issuer Name and Ticker or Trading Symbol
Fluent, Inc. [ FLNT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
C/O FLUENT, INC., 300 VESEY STREET, 9TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
06/10/2025
(Street)
NEW YORK, NY10282
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 06/10/2025 A 3,191 ( 1 ) A $ 0 315,360 D
Common Stock 06/10/2025 S( 2 ) 1,353 D $ 1.8139 314,007 D
Common Stock 10/09/2025 A 111,000 ( 3 ) A $ 0 425,007 D
Common Stock 04/01/2026 M 37,000 A 462,007 D
Common Stock 04/01/2026 D 37,000 D $ 3.26 425,007 D
Common Stock 04/03/2026 A 107,000 ( 5 ) A $ 0 532,007 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Phantom Stock Units ( 6 ) 10/09/2025 A 111,000 ( 6 ) ( 6 ) Common stock 111,000 ( 6 ) 111,000 D
Phantom Stock Units ( 4 ) 04/01/2026 M 37,000 04/01/2026 04/01/2026 Common stock 37,000 ( 4 ) 74,000 D
Phantom Stock Units ( 7 ) 04/03/2026 A 107,000 ( 7 ) ( 7 ) Common stock 107,000 ( 7 ) 107,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Patrick Donald Huntley
C/O FLUENT, INC.
300 VESEY STREET, 9TH FLOOR
NEW YORK, NY10282
Chief Executive Officer
Signatures
/s/ Donald Patrick 06/12/2026
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On October 3, 2022, the Issuer approved an award of 25,528 performance stock units ("PSUs") to the Reporting Person under the Fluent, Inc. 2022 Omnibus Equity Incentive Plan, subject to the achievement of certain financial targets. Targets were measured over a three-year period resulting in the issuance of 3,191 PSUs, with the remainder of the PSUs being forfeited.
( 2 )The shares were sold to cover tax withholding obligations.
( 3 )On October 9, 2025, the Issuer granted the Reporting Person 111,000 restricted stock units ("RSUs") pursuant to the Issuer's 2025 Equity Participation Plan ("2025 EPP"). The RSUs vest in three equal annual installments with the first installment vesting on April 1, 2026, subject to continued employment.
( 4 )Each phantom stock unit was the economic equivalent of one share of the Issuer's common stock. On April 1, 2026, 37,000 of the Reporting Person's phantom stock units were settled for cash.
( 5 )On April 3, 2026, the Issuer granted the Reporting Person 107,000 RSUs pursuant to the Issuer's 2025 EPP. The RSUs vest in three equal annual installments with the first installment vesting on April 1, 2027, subject to continued employment.
( 6 )The grant was made pursuant to the Issuer's 2025 EPP. Each phantom stock unit is the economic equivalent of one share of the Issuer's common stock and vest in three equal annual installments with the first installment vesting on April 1, 2026. Each phantom stock unit will be settled in cash in an amount equal to the fair market value of the Issuer's common stock on the vesting date, subject to continued employment.
( 7 )The grant was made pursuant to the Issuer's 2025 EPP. Each phantom stock unit is the economic equivalent of one share of the Issuer's common stock and vest in three equal annual installments with the first installment vesting on April 1, 2027. Each phantom stock unit will be settled in cash in an amount equal to the fair market value of the Issuer's common stock on the vesting date, subject to continued employment.

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