FLNT / Fluent, Inc. - SEC Filings, Annual Report, Proxy Statement

Form of Securities Purchase Agreement, dated as of August 19, 2025 by and among Fluent, Inc. and the purchaser parties thereto

Exhibit 10.7 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August 19, 2025, between Fluent, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). WHEREAS, subject to the terms and conditions set fort

Form of Pre-Funded Warrant dated August 19, 2025

Exhibit 4.3 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

Letter Agreement to Credit Agreement, dated as of July 30, 2025, by and among Fluent, LLC, Crystal Financial LLC d/b/a SLR Credit Solutions, and Crystal Financial SPV LLC

Exhibit 10.4 July 30, 2025 VIA EMAIL Fluent, LLC 300 Vesey Street, 9th Floor New York, NY 10282 RE: SLR-Fluent Credit Agreement 2025 Q2 Deliverables Dear Mr. Perfit: Reference is made to that certain Credit Agreement dated as of April 2, 2024 (as amended, restated, amended and restated, extended, modified, supplemented or otherwise in effect from time to time, the “Credit Agreement”), by and among

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001

Fluent Announces Second Quarter 2025 Financial Results; Commerce Media Solutions Annual Revenue Run Rate Exceeds $80 Million

Exhibit 99.1 Fluent Announces Second Quarter 2025 Financial Results; Commerce Media Solutions Annual Revenue Run Rate Exceeds $80 Million • Q2 2025 revenue of $44.7 million; H1 2025 revenue of $99.9 million • Q2 2025 Commerce Media Solutions revenue grew 121% to $16.1 million, representing 36% of consolidated revenue from $7.3 million or 12% of consolidated revenue in Q2 2024 • Commerce Media Solu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 19, 2025 FLUENT, INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 19, 2025 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Numbe

Form of Support Agreement, dated as of August 19, 2025 by and among Fluent, Inc. and the parties thereto

Exhibit 10.8 SUPPORT AGREEMENT This Support Agreement (this “Agreement”), dated as of August 19, 2025, is entered into by and between Fluent, Inc., a Delaware corporation (the “Company”), and the stockholder listed on the signature page hereto under the heading “Stockholder” (“Stockholder”). WHEREAS, the Company and certain Buyers (as defined herein) intend to enter into one or more Securities Pur

Form of Common Stock Warrant dated August 19, 2025

Exhibit 4.4 NEITHER THIS SECURITY NOR THE SECURITIES FOR WHICH THIS SECURITY IS EXERCISABLE HAVE BEEN REGISTERED WITH THE SECURITIES AND EXCHANGE COMMISSION OR THE SECURITIES COMMISSION OF ANY STATE IN RELIANCE UPON AN EXEMPTION FROM REGISTRATION UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND, ACCORDINGLY, MAY NOT BE OFFERED OR SOLD EXCEPT PURSUANT TO AN EFFECTIVE REGISTR

FLUENT ANNOUNCES $10.3 PRIVATE PLACEMENT OF SECURITIES

Exhibit 99.1 FLUENT ANNOUNCES $10.3 PRIVATE PLACEMENT OF SECURITIES NEW YORK, Aug. 19, 2025 (GLOBE NEWSWIRE) - Fluent, Inc. (NASDAQ: FLNT) (the “Company”), a leader in commerce media, today announced that it has entered into a definitive agreement for the issuance and sale of an aggregate of 5,871,427 shares of its common stock (or pre-funded warrants in lieu thereof) at an effective purchase pric

Amendment No. 1 to Fluent, Inc. 2022 Omnibus Equity Incentive Plan

Exhibit 10.3 AMENDMENT NO. 1 TO FLUENT, INC. 2022 OMNIBUS EQUITY INCENTIVE PLAN Fluent, Inc., a Delaware corporation (the “Company”) hereby amends its 2022 Omnibus Equity Incentive Plan (the “Plan”) as set forth below, which amendments shall be effective as the date set forth below, but if and only if the Company’s stockholders approve such amendment in accordance with applicable law: Section 4(a)

Fifth Amendment to Credit Agreement, dated as of August 15, 2025, by and among Fluent, LLC, Fluent, Inc., the Guarantors, Crystal Financial LLC d/b/a SLR Credit Solutions, and Crystal Financial SPV LLC

Exhibit 10.6 Execution Version FIFTH AMENDMENT TO CREDIT AGREEMENT This FIFTH AMENDMENT TO CREDIT AGREEMENT, dated as of August 15, 2025 (this “Amendment”), is entered into by and among the lenders identified on the signature pages hereto (each such lender, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”), CRYSTAL FINANCIAL LLC D/B/A SLR CREDIT SOLUTION

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 19, 2025 FLUENT, INC. (Exa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 19, 2025 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Numbe

Letter Agreement to Credit Agreement, dated as of August 14, 2025, by and among Fluent, LLC, Crystal Financial LLC d/b/a SLR Credit Solutions, and Crystal Financial SPV LLC

Exhibit 10.5 August 14, 2025 VIA EMAIL Fluent, LLC 300 Vesey Street, 9th Floor New York, NY 10282 RE: SLR-Fluent Credit Agreement 2025 Q2 Deliverables Dear Mr. Perfit: Reference is made to that certain Credit Agreement dated as of April 2, 2024 (as amended, restated, amended and restated, extended, modified, supplemented or otherwise in effect from time to time, the “Credit Agreement”), by and amo

Form of Registration Rights Agreement, dated as of August 19, 2025 by and among Fluent, Inc. and the purchasers parties thereto

Exhibit 10.9 REGISTRATION RIGHTS AGREEMENT This Registration Rights Agreement (this “Agreement”) is made and entered into as of August 19, 2025, between Fluent, Inc., a Delaware corporation (the “Company”), and each of the several purchasers signatory hereto (each such purchaser, a “Purchaser” and, collectively, the “Purchasers”). This Agreement is made pursuant to the Securities Purchase Agreemen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2025 ☐Transition Report on Form 10-K ☐Transition Report on Form 20-F ☐Transition Report on Form 11-K ☐Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 18, 2025 FLUENT, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 18, 2025 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number)

EXHIBIT 99.1

Exhibit 99.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 10, 2025 FLUENT, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 10, 2025 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number)

Form of Securities Purchase Agreement by and between Fluent Inc. and the purchasers parties thereto

Exhibit 10.6 Execution Version SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of May 15, 2025, between Fluent, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). RECITALS A. The Company and each Purch

Form of Common Stock Warrant dated May 15, 2025

Exhibit 4.3 NEITHER THIS WARRANT, NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT (COLLECTIVELY, THE “SECURITIES”), HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY STATE SECURITIES OR BLUE SKY LAWS. THE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWIS

Form of Support Agreement by and among Fluent, Inc. and the parties thereto

Exhibit 10.7 SUPPORT AGREEMENT This Support Agreement (this “Agreement”), dated as of May [ ], 2025, is entered into by and between Fluent, Inc., a Delaware corporation (the “Company”), and the stockholder listed on the signature page hereto under the heading “Stockholder” (“Stockholder”). WHEREAS, the Company and certain Buyers (as defined herein) intend to enter into Securities Purchase Agreemen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: March 31, 2025 ☐Transition Report on Form 10-K ☐Transition Report on Form 20-F ☐Transition Report on Form 11-K ☐Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 00

Form of Pre-Funded Warrant dated May 15, 2025

Exhibit 4.2 NEITHER THIS WARRANT, NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT (COLLECTIVELY, THE “SECURITIES”), HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY STATE SECURITIES OR BLUE SKY LAWS. THE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWIS

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 15, 2025 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number)

Fluent Announces First Quarter 2025 Financial Results; Strategic Pivot Accelerates with Growth of Commerce Media Solutions

Exhibit 99.1 Fluent Announces First Quarter 2025 Financial Results; Strategic Pivot Accelerates with Growth of Commerce Media Solutions • Revenue of $55.2 million for Q1 2025 • Q1 2025 Commerce Media Solutions revenue grew 99% to $12.7 million representing 23% of consolidated revenue from $6.4 million or 10% of consolidated revenue in Q1 2024 with gross profit margin (exclusive of depreciation and

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14

Form of Insider Trading Policy

Exhibit 19.1 FLUENT, INC. INSIDER TRADING POLICY Updated November 16, 2023 This Insider Trading Policy (this “Policy”) provides guidelines to employees, officers, directors, consultants and their respective Family Members and Controlled Entities (as defined herein) (collectively, “Covered Individuals” or “you”) of Fluent, Inc. (“Fluent” or “we”) regarding transactions in Fluent’s securities. We ha

Letter Agreement to Credit Agreement, dated as of January 30, 2025, by and between Crystal Financial LLC D/B/A SLR Credit Solutions, Crystal Financial SPV LLC, and Fluent, LLC.

Exhibit 10.38 January 30, 2025 VIA EMAIL Fluent, LLC 300 Vesey Street, 9th Floor New York, NY 10282 RE: SLR-Fluent Credit Agreement 2024 Q4 Deliverables Dear Mr. Barsky: Reference is made to that certain Credit Agreement dated as of April 2, 2024 (as amended, restated, amended and restated, extended, modified, supplemented or otherwise in effect from time to time, the “Credit Agreement”), by and a

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-3

Letter Agreement to Credit Agreement, dated as of March 3, 2025, by and between Crystal Financial LLC D/B/A SLR Credit Solutions, Crystal Financial SPV LLC, and Fluent, LLC.

Exhibit 10.39 March 3, 2025 VIA EMAIL Fluent, LLC 300 Vesey Street, 9th Floor New York, NY 10282 RE: SLR-Fluent Credit Agreement 2024 Q4 Deliverables Dear Mr. Barsky: Reference is made to that certain Credit Agreement dated as of April 2, 2024 (as amended, restated, amended and restated, extended, modified, supplemented or otherwise in effect from time to time, the “Credit Agreement”), by and amon

Fourth Amendment to Credit Agreement, dated as of March 10, 2024, by and between Crystal Financial LLC D/B/A SLR Credit Solutions, Crystal Financial SPV LLC, and Fluent, LLC.

Exhibit 10.40 Execution Version FOURTH AMENDMENT TO CREDIT AGREEMENT This FOURTH AMENDMENT TO CREDIT AGREEMENT, dated as of March 10, 2025 (this “Amendment”), is entered into by and among the lenders identified on the signature pages hereto (each such lender, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”), CRYSTAL FINANCIAL LLC D/B/A SLR CREDIT SOLUTI

Description of Securities.

Exhibit 4.3 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of March 27, 2025, Fluent, Inc. ("the Company") had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the "Exchange Act") — our common stock, par value $0.0005 per share ("Common Stock"). Description of Common Stock

Subsidiaries of Fluent, Inc.

Exhibit 21.1 SUBSIDIARIES OF FLUENT, INC. The following is a list of the significant subsidiaries of Fluent, Inc. showing the place of incorporation or organization and the names under which each subsidiary does business. The names of certain subsidiaries are omitted as such subsidiaries, considered as a single subsidiary, would not constitute a significant subsidiary. Name Jurisdiction of Organiz

Form of First Amendment to Support Agreement

Exhibit 10.2 FIRST AMENDMENT TO SUPPORT AGREEMENT This First Amendment (this “Amendment”) to the Support Agreement is dated as of March [ ], 2025, and is entered into by and between Fluent, Inc., a Delaware corporation (the “Company”), and the stockholder listed on the signature page hereto under the heading “Stockholder” (“Stockholder”). All capitalized terms used herein but not otherwise defined

Form of Pre-Funded Warrant

Exhibit 4.1 NEITHER THIS WARRANT, NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT (COLLECTIVELY, THE “SECURITIES”), HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY STATE SECURITIES OR BLUE SKY LAWS. THE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWIS

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 19, 2025 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number

Form of Securities Purchase Agreement

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of March 19,2025, between Fluent, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). RECITALS A. The Company and each Purchaser is executing

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 10, 2025 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 28, 2025 FLUENT, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 28, 2025 FLUENT, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-37893 77-0688094 (State or Other Jurisdiction of Incorporation) (Commission File Num

Fluent Announces Unaudited Fourth Quarter and Full-Year 2024 Financial Results

Exhibit 99.1 Fluent Announces Unaudited Fourth Quarter and Full-Year 2024 Financial Results • Revenue of $65.4 million for Q4 2024 and $254.6 million for FY 2024 • Q4 2024 Commerce Media Solutions revenue grew 139% to $17.2 million (26% of consolidated revenue) from $7.2 million (10% of revenue) in Q4 2023 with gross profit margin (exclusive of depreciation and amortization) of 39% in Q4 2024 comp

Schedule A Transactions by the Reporting Persons in the Past 60 Days

Exhibit 2 Schedule A Transactions by the Reporting Persons in the Past 60 Days The following table sets forth all unreported transactions with respect to the Common Stock effected in the last 60 days by or on behalf of the Reporting Persons, inclusive of any transactions effected through 4:00 p.

Global Value Investment Corporation’s Interim CEO and President JP Geygan Appointed to Fluent, Inc.’s Board of Directors

Exhibit 3 FOR IMMEDIATE RELEASE Global Value Investment Corporation’s Interim CEO and President JP Geygan Appointed to Fluent, Inc.

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2025 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Numb

FLNT / Fluent, Inc. / GLOBAL VALUE INVESTMENT CORP. - AMENDMENT NO. 3 Activist Investment

SC 13D/A 1 p123241sc13da3.htm AMENDMENT NO. 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 3)* Fluent, Inc. (Name of Issuer) Common Stock, $0.0005 par value per share (Title of Class of Securities) 34

Form of Placement Agency Agreement

Exhibit 10.2 PLACEMENT AGENCY AGREEMENT November 29, 2024 ThinkEquity LLC 17 State Street, 41st Fl New York, NY 10004 Ladies and Gentlemen: Introductory. This Placement Agency Agreement the (“Agreement”) sets forth the terms upon which ThinkEquity LLC (“ThinkEquity” or the “Placement Agent”) shall be engaged by Fluent, Inc., a Delaware corporation (the “Company”), to act as the exclusive Placement

Form of Private Placement Purchase Agreement

Exhibit 10.3 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of November 29, 2024, between Fluent, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). RECITALS A. The Company and each Purchaser is execu

Form of Support Agreement

Exhibit 10.4 SUPPORT AGREEMENT This Support Agreement (this “Agreement”), dated as of November [ ], 2024, is entered into by and between Fluent, Inc., a Delaware corporation (the “Company”), and the stockholder listed on the signature page hereto under the heading “Stockholder” (“Stockholder”). WHEREAS, the Company and certain Insider Buyers (as defined herein) intend to enter into Securities Purc

Form of Pre-Funded Warrant

Exhibit 4.1 NEITHER THIS WARRANT, NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT (COLLECTIVELY, THE “SECURITIES”), HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY STATE SECURITIES OR BLUE SKY LAWS. THE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWIS

Fluent, Inc. Announces $5.75 Million Registered Direct Offering and $2.75 Million Concurrent Private Offering

Exhibit 99.1 Fluent, Inc. Announces $5.75 Million Registered Direct Offering and $2.75 Million Concurrent Private Offering NEW YORK, November 29, 2024 (GLOBE NEWSWIRE) – Fluent, Inc. (NASDAQ: FLNT) (“Fluent”), a leader in performance marketing, today announced that it has entered into a definitive agreementfor the purchase and sale of 2,483,586 shares of its common stock at a purchase price of $2.

Form of Registered Direct Purchase Agreement

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of November 29, 2024, between Fluent, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively the “Purchasers”). WHEREAS, subject to the terms and conditions set for

Entry into a Material Definitive Agreement, Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 29, 2024 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Num

Per Share

Filed pursuant to Rule 424(b)(5) Registration No. 333-281805 PROSPECTUS SUPPLEMENT (To Prospectus dated September 9, 2024) 2,483,586 Shares of Common Stock Fluent, Inc. We are offering 2,483,586 shares (the “Shares”) of our common stock, par value $0.0005 per share (“Common Stock”), in a registered direct offering to certain institutional investors in a privately negotiated transaction pursuant to

Fluent, Inc. Files New Investor Presentation and Makes Available on Company Website

Exhibit 99.1 Fluent, Inc. Files New Investor Presentation and Makes Available on Company Website New York, NY — November 19, 2024 — Fluent, Inc. (NASDAQ: FLNT), a leader in performance marketing, published a new investor presentation today. The presentation is available on the investor relations section of the Company website under “Events & Presentations” and can be accessed directly at this link

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 19, 2024 FLUENT, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 19, 2024 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Num

Investor Presentation, dated November 19, 2024

Exhibit 99.2

Letter Agreement to Credit Agreement, dated as of October 30, 2024, by and among Crystal Financial LLC D/B/A SLR Credit Solutions, Crystal Financial SPV LLC, and Fluent, LLC.

Exhibit 10.9 October 30, 2024 VIA EMAIL Fluent, LLC 300 Vesey Street, 9th Floor New York, NY 10282 RE: SLR-Fluent Credit Agreement 2024 Q3 Deliverables Dear Mr. Barsky: Reference is made to that certain Credit Agreement dated as of April 2, 2024 (as amended, restated, amended and restated, extended, modified, supplemented or otherwise in effect from time to time, the “Credit Agreement”), by and am

Third Amendment to Credit Agreement, dated as of November 14, 2024, by and amount Crystal Financial LLC D/B/A SLR Credit Solutions, Crystal Financial SPV LLC, and Fluent, LLC (incorporated by reference to Exhibit 10.11 to the Company’s Quarterly Report on Form 10-Q filed November 15, 2024).

Exhibit 10.11 Execution Version THIRD AMENDMENT TO CREDIT AGREEMENT This THIRD AMENDMENT TO CREDIT AGREEMENT, dated as of November 14, 2024 (this “Amendment”), is entered into by and among the lenders identified on the signature pages hereto (each such lender, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”), CRYSTAL FINANCIAL LLC D/B/A SLR CREDIT SOLUT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐ Form 10-K ☐ Form 20-F ☐ Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: September 30, 2024 ☐Transition Report on Form 10-K ☐Transition Report on Form 20-F ☐Transition Report on Form 11-K ☐Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

Employment Agreement, by and between Fluent, Inc. and Ryan Perfit, dated September 1, 2024.

Exhibit 10.8 EMPLOYMENT AGREEMENT This Employment Agreement (this “Agreement”) is made by and between Fluent, Inc. (the “Company”) and Ryan Perfit (the “Employee”) effective as of the Effective Date. RECITALS WHEREAS the Company’s wholly owned subsidiary, Fluent, LLC, and its subsidiaries engage in the business of performance-based digital advertising and marketing services and solutions to advert

Joinder Agreement to Credit Agreement, dated as of November 1, 2024, by and among Crystal Financial LLC D/B/A SLR Credit Solutions, Crystal Financial SPV LLC, and Fluent, LLC.+

Exhibit 10.10 Execution Version JOINDER AGREEMENT This JOINDER AGREEMENT, dated as of November 1, 2024 (this “Agreement”), to the Credit Agreement referred to below is entered into by and among FLUENT, INC., a Delaware corporation (“Parent”), FLUENT, LLC, a Delaware limited liability company (the “Borrower”), the other guarantors signatory hereto (together with Parent, the “Guarantors”; and the Gu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

Fluent Announces Third Quarter 2024 Financial Results; Strategic Pivot Accelerates with Growth of Commerce Media Solutions

Exhibit 99.1 Fluent Announces Third Quarter 2024 Financial Results; Strategic Pivot Accelerates with Growth of Commerce Media Solutions • Revenue of $64.5 million for Q3 2024 and $189.2 million for YTD 2024 • Commerce Media Solutions revenue grew 341% to $10.4 million (16% of revenue) from $2.3 (3% of revenue) in Q3 last year with gross profit margin of 33% in the quarter compared to 24% for the c

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 14, 2024 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Num

Ryan Perfit Appointed Chief Financial Officer of Fluent, Inc.

Exhibit 99.1 Ryan Perfit Appointed Chief Financial Officer of Fluent, Inc. New York, NY — September 10, 2024 — Fluent, Inc. (NASDAQ: FLNT), a partner monetization and customer acquisition solutions leader, has announced Ryan Perfit’s appointment as Chief Financial Officer (CFO). Perfit has served as interim CFO since February 1, 2023, and his appointment as CFO reflects his valuable contributions

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): September 9, 2024 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Num

FLUENT, INC. 300 Vesey Street, 9th Floor New York, New York 10282

FLUENT, INC. 300 Vesey Street, 9th Floor New York, New York 10282 September 5, 2024 VIA EDGAR United States Securities and Exchange Commission 100 F Street, N.E. Washington, D.C. 20549 Attention: Cara Wirth Re: Fluent, Inc. Registration Statement on Form S-3 Filed August 28, 2024 File No. 333-281805 Ladies and Gentlemen: Pursuant to Rule 461 of the General Rules and Regulations under the Securitie

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-3 (Form Type) Fluent, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Newly Registered Securities

As filed with the Securities and Exchange Commission on August 27, 2024

As filed with the Securities and Exchange Commission on August 27, 2024 Registration No.

FLNT / Fluent, Inc. / FROST PHILLIP MD ET AL - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) Information to be Included in Statements Filed Pursuant to §240.13d-1(a) and Amendments Thereto Filed Pursuant to §240.13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 23)* Fluent, Inc. (Formerly known as Cogint, Inc.) (Name of Issuer) Common Stock, par value $0.0005 per share (Ti

Exhibit 99.1 Joint Filing Agreement, dated August 26, 2024 by and between the Reporting Persons.

EX-99.1 2 tm2422622d1ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that this Statement on Schedule 13D, and any amendments thereto filed by any of us, with respect to the securities of Fluent, Inc. described in this document, signed by each of the undersigned, shall be filed on behalf of each the undersigned pursuant to and in accordance with the provisio

FLNT / Fluent, Inc. / Schulke Ryan - SCHEDULE 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 6)* Fluent, Inc. (Name of Issuer) Common Stock, par value $0.0005 per share (Title of Class of Securities) 34380C 201 (CUSIP Number) Daniel J. Barsky, Esq. General Counsel and Corporate Secretary Fluent, Inc. 300 Vesey Street, 9th Floor New York, NY 10282

FLNT / Fluent, Inc. / Conlin Matthew - SCHEDULE 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* Fluent, Inc. (Name of Issuer) Common Stock, par value $0.0005 per share (Title of Class of Securities) 34380C 201 (CUSIP Number) Daniel J. Barsky, Esq. General Counsel and Corporate Secretary Fluent, Inc. 300 Vesey Street, 9th Floor New York, NY 10282

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1)

-12-31Q22024 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A (Amendment No. 1) (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission

Second Amendment to Credit Agreement, dated as of August 19, 2024, by and among Crystal Financial LLC D/B/A SLR Credit Solutions, Crystal Financial SPV LLC, and Fluent, LLC.

Exhibit 10.8 SECOND AMENDMENT TO CREDIT AGREEMENT This SECOND AMENDMENT TO CREDIT AGREEMENT, dated as of August 19, 2024 (this “Amendment”), is entered into by and among the lenders identified on the signature pages hereto (each such lender, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”), CRYSTAL FINANCIAL LLC D/B/A SLR CREDIT SOLUTIONS, a Delaware li

Exhibit 99.3 Form of Convertible Subordinated Promissory Note, dated as of August 19, 2024 (incorporated by reference to Exhibit 10.11 on the Issuer’s Form 10-Q, filed on August 19, 2024).

Exhibit 10.11 THIS NOTE AND THE SECURITIES ISSUABLE UPON THE CONVERSION HEREOF HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR UNDER THE SECURITIES LAWS OF CERTAIN STATES. THESE SECURITIES MAY NOT BE OFFERED, SOLD OR OTHERWISE TRANSFERRED, PLEDGED OR HYPOTHECATED EXCEPT AS PERMITTED UNDER THE ACT AND APPLICABLE STATE SECURITIES LAWS PURSUANT TO AN EFFECTIVE RE

Fluent Announces Second Quarter 2024 Financial Results

Exhibit 99.1 Fluent Announces Second Quarter 2024 Financial Results • Revenue of $58.7 million for Q2 2024 and $124.7 for 1H 2024 • Net loss of $11.6 million for Q2 2024 and $17.9 for 1H 2024 • Gross profit (exclusive of depreciation and amortization) of $12.6 million for Q2 2024 and $31.2 for 1H 2024 • Media margin of $15.7 million for Q2 2024 and $37.8 million for 1H 2024 • Adjusted EBITDA of ne

Second Letter Agreement to Credit Agreement, dated as of August 14, 2024, by and among Crystal Financial LLC D/B/A SLR Credit Solutions, Crystal Financial SPV LLC and Fluent, LLC.

Exhibit 10.7 August 14, 2024 VIA EMAIL Fluent, LLC 300 Vesey Street, 9th Floor New York, NY 10282 RE: SLR-Fluent Credit Agreement 2024 Q2 Deliverables Dear Mr. Barsky: Reference is made to that certain Credit Agreement dated as of April 2, 2024 (as amended, restated, amended and restated, extended, modified, supplemented or otherwise in effect from time to time, the “Credit Agreement”), by and amo

Second Amendment to Letter Agreement for Consulting Services, effective as of August 1, 2024, by and between Fluent, LLC and CRIO, LLC.

Exhibit 10.9 300 Vesey Street New York, NY 10282 [email protected] 646.669.7272 July 30, 2024 Ryan Perfit CRIO, LLC 1332 Park Place Brooklyn, NY 11213 Dear Ryan: We refer to the consulting agreement dated January 20, 2023 between you and Fluent, Inc. (“Original Agreement”) as amended as of February 1, 2024. The Original Agreement is hereby amended effective as of August 1, 2024 by modifying Sectio

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 19, 2024 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001

Exhibit 99.2 Form of Securities Purchase Agreement, dated as of August 19, 2024, by and between Fluent, Inc. and the purchasers party thereto (incorporated by reference to Exhibit 10.10 on the Issuer’s Form 10-Q, filed on August 19, 2024).

Exhibit 10.10 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of August 19, 2024, between Fluent, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). RECITALS A. The Company and each Purchaser is execut

Letter Agreement to Credit Agreement, dated as of July 31, 2024, by and among Crystal Financial LLC D/B/A SLR Credit Solutions, Crystal Financial SPV LLC and Fluent, LLC.

Exhibit 10.6 July 31, 2024 VIA EMAIL Fluent, LLC 300 Vesey Street, 9th Floor New York, NY 10282 RE: SLR-Fluent Credit Agreement 2024 Q2 Deliverables Dear Mr. Barsky: Reference is made to that certain Credit Agreement dated as of April 2, 2024 (as amended, restated, amended and restated, extended, modified, supplemented or otherwise in effect from time to time, the “Credit Agreement”), by and among

Form of Second Amendment Subordination Agreement, dated as of August 19, 2024, by and among Fluent, Inc., Crystal Financial LLC D/B/A SLR Credit Solutions, and the Subordinated Creditor party thereto.

Exhibit 10.12 SECOND AMENDMENT SUBORDINATION AGREEMENT This SECOND AMENDMENT SUBORDINATION AGREEMENT (as the same may from time to time be amended, restated or otherwise modified, this “Agreement”) is made and entered into as of August 19, 2024, by and among FLUENT, INC., a Delaware corporation (“Parent”), [], [an individual] [a trust organized under the Laws of the State of Florida] (“Subordinate

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐Form 10-K ☐Form 20-F ☐Form 11-K ☒ Form 10-Q ☐ Form 10-D ☐ Form N-CEN ☐ Form N-CSR For Period Ended: June 30, 2024 ☐Transition Report on Form 10-K ☐Transition Report on Form 20-F ☐Transition Report on Form 11-K ☐Transition Report on Form 10-Q For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

FLNT / Fluent, Inc. / Schulke Ryan - SCHEDULE 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* Fluent, Inc. (Name of Issuer) Common Stock, par value $0.0005 per share (Title of Class of Securities) 34380C 201 (CUSIP Number) Daniel J. Barsky, Esq. General Counsel and Corporate Secretary Fluent, Inc. 300 Vesey Street, 9th Floor New York, NY 10282

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 2, 2024 FLUENT, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 2, 2024 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 5, 2024 FLUENT, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 5, 2024 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number)

FR:IDIP / IDI / GLOBAL VALUE INVESTMENT CORP. - AMENDMENT NO. 2 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 2)* Fluent, Inc. (Name of Issuer) Common Stock, $0.0005 par value per share (Title of Class of Securities) 34380C201 (CUSIP Number) Global Value Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defin

Exhibit 99.1 Joint Filing Agreement, dated May 20, 2024 by and between the Reporting Persons.

Exhibit 99.1 JOINT FILING AGREEMENT The undersigned hereby agree that this Statement on Schedule 13D, and any amendments thereto filed by any of us, with respect to the securities of Fluent, Inc. described in this document, signed by each of the undersigned, shall be filed on behalf of each the undersigned pursuant to and in accordance with the provisions of Rule 13d-1(k) under the Securities Exch

FLNT / Fluent, Inc. / FROST PHILLIP MD ET AL - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) Information to be Included in Statements Filed Pursuant to §240.13d-1(a) and Amendments Thereto Filed Pursuant to §240.13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 22)* Fluent, Inc. (Formerly known as Cogint, Inc.) (Name of Issuer) Common Stock, par value $0.0005 per share (Ti

FLNT / Fluent, Inc. / Schulke Ryan - SCHEDULE 13D/A Activist Investment

SC 13D/A 1 schulke20240515sc13da.htm SCHEDULE 13D/A UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Fluent, Inc. (Name of Issuer) Common Stock, par value $0.0005 per share (Title of Class of Securities) 34380C 201 (CUSIP Number) Daniel J. Barsky, Esq. General Counsel and Corporate Secretary Fluent,

FLNT / Fluent, Inc. / Conlin Matthew - SCHEDULE 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A Under the Securities Exchange Act of 1934 (Amendment No.4)* Fluent, Inc. (Name of Issuer) Common Stock, par value $0.0005 per share (Title of Class of Securities) 34380C 201 (CUSIP Number) Daniel J. Barsky, Esq. General Counsel and Corporate Secretary Fluent, Inc. 300 Vesey Street, 9th Floor New York, NY 10282 T

Support Agreement dated as of May 13, 2024 by and between the Issuer and the Reporting Person

EX-1 2 ex675626.htm EXHIBIT 1 Exhibit 1 SUPPORT AGREEMENT This Support Agreement (this “Agreement”), dated as of May 13, 2024, by and between Fluent, Inc., a Delaware corporation (the “Company”), and the stockholder listed on the signature page hereto under the heading “Stockholder” (“Stockholder”). WHEREAS, the Company and certain Buyers (as defined herein) intend to enter into Securities Purchas

Support Agreement dated as of May 13, 2024 by and between the Issuer and the Reporting Person

EX-1 2 ex675620.htm EXHIBIT 1 Exhibit 1 SUPPORT AGREEMENT This Support Agreement (this “Agreement”), dated as of May 13, 2024, by and between Fluent, Inc., a Delaware corporation (the “Company”), and the stockholder listed on the signature page hereto under the heading “Stockholder” (“Stockholder”). WHEREAS, the Company and certain Buyers (as defined herein) intend to enter into Securities Purchas

Form of Pre-Funded Warrant dated May 13, 2024.

Exhibit 10.2 NEITHER THIS WARRANT, NOR THE SECURITIES ISSUABLE UPON EXERCISE OF THIS WARRANT (COLLECTIVELY, THE “SECURITIES”), HAVE BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR UNDER ANY STATE SECURITIES OR BLUE SKY LAWS. THE SECURITIES ARE SUBJECT TO RESTRICTIONS ON TRANSFERABILITY AND RESALE AND MAY NOT BE OFFERED, SOLD, PLEDGED, HYPOTHECATED OR OTHERWI

Exhibit 99.2 Securities Purchase Agreement by and between Fluent, Inc. and the purchasers a party thereto, dated as of May 13, 2024 (incorporated by reference to Exhibit 10.1 on the Issuer’s Form 10-Q, filed on May 15, 2024).

Exhibit 10.1 SECURITIES PURCHASE AGREEMENT This Securities Purchase Agreement (this “Agreement”) is dated as of May 13, 2024, between Fluent, Inc., a Delaware corporation (the “Company”), and each purchaser identified on the signature pages hereto (each, including its successors and assigns, a “Purchaser” and collectively, the “Purchasers”). RECITALS A. The Company and each Purchaser is executing

First Amendment to Credit Agreement, dated as of May 15, 2024, by and among the Company, lenders thereto, Crystal Financial LLC d/b/a SLR Credit Solutions, and Fluent, LLC.

Exhibit 10.8 Execution Version FIRST AMENDMENT TO CREDIT AGREEMENT This FIRST AMENDMENT TO CREDIT AGREEMENT, dated as of May 15, 2024 (this “Amendment”), is entered into by and among the lenders identified on the signature pages hereto (each such lender, together with its successors and permitted assigns, is referred to hereinafter as a “Lender”), CRYSTAL FINANCIAL LLC D/B/A SLR CREDIT SOLUTIONS,

Fluent Announces First Quarter 2024 Financial Results

Exhibit 99.1 Fluent Announces First Quarter 2024 Financial Results • Revenue of $66.0 million for Q1 2024 • Net loss of $6.3 million for Q1 2024 • Gross profit (exclusive of depreciation and amortization) of $18.6 million for Q1 2024 • Media margin of $22.1 million for Q1 2024 • Adjusted EBITDA of $0.7 million for Q1 2024 • Adjusted net loss of $4.2 million for Q1 2024 New York, NY – May 15, 2024

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 15, 2024 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number)

Form of Support Agreement by and among Fluent, Inc. and the parties thereto dated as of May 13, 2024.

Exhibit 10.3 SUPPORT AGREEMENT This Support Agreement (this “Agreement”), dated as of May 13, 2024, by and between Fluent, Inc., a Delaware corporation (the “Company”), and the stockholder listed on the signature page hereto under the heading “Stockholder” (“Stockholder”). WHEREAS, the Company and certain Buyers (as defined herein) intend to enter into Securities Purchase Agreements (the “Purchase

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2024 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 00

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): April 26, 2024 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14

Certificate of Amendment to the Certificate of Incorporation of Fluent, Inc. effective April 11, 2024.

Exhibit 3.1 CERTIFICATE OF AMENDMENT OF CERTIFICATE OF INCORPORATION OF FLUENT, INC. (Pursuant to Section 242 of the General Corporation Law of the State of Delaware) Fluent, Inc. (the “corporation”), a corporation existing under the General Corporation Law of the State of Delaware (the “DGCL”), hereby certifies as follows: FIRST: This Certificate of Amendment (this “Certificate of Amendment”) ame

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 -12-31 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 11, 2024 FLUENT, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-37893 77-0688094 (State or Other Jurisdiction of Incorporation) (Commission File

Fluent Announces Fourth Quarter and Full-Year 2023 Financial Results

Exhibit 99.1 Fluent Announces Fourth Quarter and Full-Year 2023 Financial Results • Revenue of $72.8 million for Q4 2023 and $298.4 million for FY 2023 • Net loss of $1.9 million for Q4 2023 and $63.2 million for FY 2023 • Gross profit (exclusive of depreciation and amortization) of $20.8 million for Q4 2023 and $78.5 million for FY 2023 • Media margin of $24.1 million for Q4 2023 and $91.3 millio

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): April 2, 2024 FLUENT, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-37893 77-0688094 (State or Other Jurisdiction of Incorporation) (Commission File Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-3

Second Temporary Waiver Under Credit Agreement, effective as of January 17, 2024, by and among Fluent, LLC, as Borrower, certain subsidiaries of the Borrower party thereto, the lenders party thereto, and Citizens Bank, N.A., as Administrative Agent

Exhibit 10.11 Execution Version SECOND TEMPORARY WAIVER UNDER CREDIT AGREEMENT THIS SECOND TEMPORARY WAIVER UNDER CREDIT AGREEMENT (this “Temporary Waiver”) is entered into as of January 17, 2024 (the “Effective Date”) by and among FLUENT, LLC, a Delaware limited liability company (the “Borrower”), the Required Lenders party hereto, and CITIZENS BANK, N.A., a national banking association, as admin

Fluent, Inc. Clawback Policy

Exhibit 97.1 FLUENT, INC. CLAWBACK POLICY I. Purpose and Scope The Board of Directors (the “Board”) of Fluent, Inc. (the “Company”) believes that it is in the best interests of the Company and its shareholders to create and maintain a culture that emphasizes integrity and accountability and that reinforces the Company’s pay-for-performance compensation philosophy. The Board has therefore adopted t

Third Temporary Waiver and Amendment to Credit Agreement, effective as of January 26, 2024, by and among Fluent, LLC, as Borrower, certain subsidiaries of the Borrower party thereto, the lenders party thereto, and Citizens Bank, N.A., as Administrative Agent

Exhibit 10.12 Execution Version THIRD TEMPORARY WAIVER AND AMENDMENT TO CREDIT AGREEMENT THIS THIRD TEMPORARY WAIVER AND AMENDMENT TO CREDIT AGREEMENT (this “Waiver and Amendment”) is entered into as of January 26, 2024 by and among FLUENT, LLC, a Delaware limited liability company (the “Borrower”), the Required Lenders party hereto, and CITIZENS BANK, N.A., a national banking association, as admi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☒ Form 10-K ☐ Form 20-F ☐ Form 11-K ☐ Form 10-Q ☐ Form N-SAR ☐ Form N-CSR For Period Ended: December 31, 2023 ☐Transition Report on Form 10-K ☐Transition Report on Form 20-F ☐Transition Report on Form 11-K ☐Transition Report on Form 10-Q ☐Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

Credit Agreement dated as of April 2, 2024, by and among, Fluent, LLC, Fluent, Inc., certain subsidiaries of Fluent, LLC as guarantors, Crystal Financial LLC D/B/A SLR Credit Solutions, and each other lender from time to time party thereto.

Exhibit 10.26 CREDIT AGREEMENT Dated as of April 2, 2024 by and among FLUENT, LLC, as the Borrower The Other Credit Parties Party Hereto, CRYSTAL FINANCIAL LLC D/B/A SLR CREDIT SOLUTIONS and the other Lenders Party Hereto, and CRYSTAL FINANCIAL LLC D/B/A SLR CREDIT SOLUTIONS, as Administrative Agent, with CRYSTAL FINANCIAL LLC D/B/A SLR CREDIT SOLUTIONS, as Sole Lead Arranger and Sole Bookrunner T

Subsidiaries of Fluent, Inc.

Exhibit 21.1 SUBSIDIARIES OF FLUENT, INC. The following is a list of the significant subsidiaries of Fluent, Inc. showing the place of incorporation or organization and the names under which each subsidiary does business. The names of certain subsidiaries are omitted as such subsidiaries, considered as a single subsidiary, would not constitute a significant subsidiary. Name Jurisdiction of Organiz

Amendment to Letter Agreement for Consulting Services, effective as of February 1, 2024, by and between Fluent, LLC and CRIO, LLC

Exhibit 10.25 300 Vesey Street New York, NY 10282 [email protected] 646.669.7272 As of February 1, 2024 Ryan Perfit CRIO, LLC 1332 Park Place Brooklyn, NY 11213 Dear Ryan: We refer to the consulting agreement dated January 20, 2023 between you and Fluent, Inc. (“Original Agreement”). The Original Agreement is hereby amended effective as of February 1, 2024 by modifying Section 2 to provide for a m

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 18, 2024 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number

Fluent Announces Expected Fourth Quarter and Full-Year 2023 Financial Results

Exhibit 99.1 Fluent Announces Expected Fourth Quarter and Full-Year 2023 Financial Results • Revenue of $72.8 million for Q4 2023 and $298.4 million for FY 2023 • Net loss of $1.9 million for Q4 2023 and $63.2 million for FY 2023 • Gross profit (exclusive of depreciation and amortization) of $20.8 million for Q4 2023 and $78.5 million for FY 2023 • Media margin of $24.1 million for Q4 2023 and $91

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of report (Date of earliest event reported): February 29, 2024 FLUENT, INC. (Exact Name of Registrant as Specified in its Charter) Delaware 001-37893 77-0688094 (State or Other Jurisdiction of Incorporation) (Commission File Num

FLNT / Fluent, Inc. / JB CAPITAL PARTNERS LP - AMENDMENT NO. 6 TO SCHEDULE 13G Passive Investment

SC 13G/A 1 ea193692-13ga6jbcapfluent.htm AMENDMENT NO. 6 TO SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 6)* Fluent, Inc. (Name of Issuer) Common Stock, $0.0005 par value (Title of Class of Securities) 34380C102 (CUSIP Number) December 31, 2023 (Date of Event Which Requires Filing of thi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No._)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defini

FLNT / Fluent, Inc. / WELLINGTON TRUST Co N A - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* Fluent, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 34380C102 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design

FLNT / Fluent, Inc. / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 3 )* Fluent, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 34380C102 (CUSIP Number) December 29, 2023 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No._)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.) Filed by the Registrant ☒ Filed by a party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defini

Entry into a Material Definitive Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 26, 2024 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2024 FLUENT, INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2024 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Numb

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 27, 2023 FLUENT, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 27, 2023 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Num

FLNT / Fluent, Inc. / GLOBAL VALUE INVESTMENT CORP. - AMENDMENT NO. 1 Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. 1)* Fluent, Inc. (Name of Issuer) Common Stock, $0.0005 par value per share (Title of Class of Securities) 34380C102 (CUSIP Number) Global Value Investment

FLNT / Fluent Inc / GLOBAL VALUE INVESTMENT CORP. Activist Investment

SC 13D 1 p1116236sc13d.htm UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D (Rule 13d-101) INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO § 240.13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO § 240.13d-2(a) (Amendment No. )* Fluent, Inc. (Name of Issuer) Common Stock, $0.0005 par value per share (Title of Class of Securities) 34380C102 (CUSIP Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐Form 10-K ☐Form 20-F ☐Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐Form N-CSR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐Form 10-K ☐Form 20-F ☐Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐Form N-CSR For Period Ended: September 30, 2023 ☐Transition Report on Form 10-K ☐Transition Report on Form 20-F ☐Transition Report on Form 11-K ☐Transition Report on Form 10-Q ☐Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

party thereto, the lenders party thereto, and Citizens Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed November 15, 2023).

Exhibit 10.2 TEMPORARY WAIVER UNDER CREDIT AGREEMENT THIS TEMPORARY WAIVER UNDER CREDIT AGREEMENT (this “Temporary Waiver”) is entered into as of November 15, 2023 (the “Effective Date”) by and among FLUENT, LLC, a Delaware limited liability company (the “Borrower”), the Required Lenders party hereto, and CITIZENS BANK, N.A., a national banking association, as administrative agent for the Lenders

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 14, 2023 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Num

Fluent Announces Third Quarter 2023 Financial Results

Exhibit 99.1 Fluent Announces Third Quarter 2023 Financial Results • Revenue of $66.2 million for Q3 2023 and $225.6 million for YTD 2023 • Gross profit (exclusive of depreciation and amortization) of $16.1 million for Q3 2023 and $57.7 million for YTD 2023 • Net loss of $33.6 million for Q3 2023 and $61.3 million for YTD 2023 • Media margin of $19.3 million for Q3 2023 and $67.2 million for YTD 2

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): October 31, 2023 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Numb

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 16, 2023 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Numb

FLNT / Fluent Inc / FROST PHILLIP MD ET AL - SC 13D/A Activist Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D/A (Rule 13d-101) Information to be Included in Statements Filed Pursuant to §240.13d-1(a) and Amendments Thereto Filed Pursuant to §240.13d-2(a) Under the Securities Exchange Act of 1934 (Amendment No. 21)* Fluent, Inc. (Formerly known as Cogint, Inc.) (Name of Issuer) Common Stock, par value $0.0005 per share (Ti

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2023 FLUENT, INC. (Exact name of Registrant as Specified in Its Charter) Delaware 000-37893 77-0688094 (State or Other Jurisdiction of Incorporation) (Com

Form of Stock Option Grant Notice and Option Agreement (2022 Omnibus Equity Incentive Plan)

Exhibit 10.5 FLUENT, INC. STOCK OPTION GRANT NOTICE AND OPTION AGREEMENT (2022 Omnibus Equity Incentive Plan) As a key leader in our business, you are in a position to have significant influence on the performance and success of Fluent, Inc. (the “Company”). I am pleased to inform you that, in recognition of the role you play in our collective success, you have been granted an option to purchase s

Form of 2022 Performance Share Unit Agreement

Exhibit 10.4 FLUENT, INC. 2022 PERFORMANCE SHARE UNIT AGREEMENT Fluent, Inc. (the “Company”) hereby grants to the Participant named below an Other Stock-Based Award of performance share units (each, a “Performance Share Unit” and such award, the “Performance Share Unit Award” or “Grant”) pursuant to the terms of the Fluent, Inc. 2022 Omnibus Equity Incentive Plan (the “Plan”). Each Performance Sha

Fourth Amendment to Credit Agreement

Exhibit 10.6 Execution Version FOURTH AMENDMENT TO CREDIT AGREEMENT THIS FOURTH AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of August 21, 2023 is by and among FLUENT, LLC, a Delaware limited liability company (the “Borrower”), the Required Lenders party hereto, and CITIZENS BANK, N.A., a national banking association, as administrative agent for the Lenders under the Credit Agreement

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001

Form of Restricted Stock Unit Award Grant Notice (2022 Omnibus Equity Incentive Plan)

Exhibit 10.3 FLUENT, INC. RESTRICTED STOCK UNIT AWARD GRANT NOTICE (2022 Omnibus Equity Incentive Plan) As a key contributor in our business, you are in a position to have significant influence on the performance and success of Fluent, Inc. (the “Company”). I am pleased to inform you that, in recognition of the role you play in our collective success, you have been granted a Restricted Stock Unit

party thereto, the lenders party thereto, and Citizens Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed August 21, 2023).

Exhibit 10.1 THIRD AMENDMENT TO CREDIT AGREEMENT THIS THIRD AMENDMENT TO CREDIT AGREEMENT (this “Amendment”), dated as of May 12, 2023 is by and among FLUENT, LLC., a Delaware limited liability company (the “Borrower”), the Required Lenders party hereto, and CITIZENS BANK, N.A., a national banking association, as administrative agent for the Lenders under the Credit Agreement (as hereinafter defin

FLUENT, INC. CONSOLIDATED BALANCE SHEETS (Amounts in thousands, except share and per share data)

Exhibit 99.1 FLUENT, INC. CONSOLIDATED BALANCE SHEETS (Amounts in thousands, except share and per share data) (unaudited) June 30, 2023 December 31, 2022 ASSETS: Cash and cash equivalents $ 20,983 $ 25,547 Accounts receivable, net of allowance for doubtful accounts of $209 and $544, respectively 58,120 63,164 Prepaid expenses and other current assets 9,941 3,506 Total current assets 89,044 92,217

Form of Restricted Stock Unit Award Grant Notice (2022 Long Term Incentive Plan)

Exhibit 10.2 FLUENT, INC. RESTRICTED STOCK UNIT AWARD GRANT NOTICE (2022 Omnibus Equity Incentive Plan) 2022 Long Term Incentive Plan Recipients As a key leader in our business, you are in a position to have considerable influence on the performance and success of Fluent, Inc. (the “Company”). I am pleased to inform you that, in recognition of the role you play in our collective success, you have

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐Form 10-K ☐Form 20-F ☐Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐Form N-CSR

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 12b-25 NOTIFICATION OF LATE FILING (Check one): ☐Form 10-K ☐Form 20-F ☐Form 11-K ☒ Form 10-Q ☐ Form N-SAR ☐Form N-CSR For Period Ended: ☐Transition Report on Form 10-K ☐Transition Report on Form 20-F ☐Transition Report on Form 11-K ☐Transition Report on Form 10-Q ☐Transition Report on Form N-SAR For the Transition Period Ended: Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 14, 2023 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Numbe

Fluent Announces Second Quarter 2023 Financial Results

Exhibit 99.1 Fluent Announces Second Quarter 2023 Financial Results • Revenue of $82.1 million for Q2 2023 and $159.4 million for FY 2023 • Gross profit (exclusive of depreciation and amortization) of $22.6 million for Q2 2023 and $41.6 million for FY 2023 • Net income of $1.2 million for Q2 2023 and net loss of $30.8 million for FY 2023 • Media margin of $25.9 million for Q2 2023 and $47.9 millio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 18, 2023 FLUENT, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): July 18, 2023 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 9, 2023 FLUENT, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 9, 2023 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number)

EX-99.1

Exhibit 99.1

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 16, 2023 FLUENT, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 16, 2023 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2023 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 00

Consulting Agreement, by and between Fluent, Inc. and Ryan Perfit, dated January 20, 2023 and effective February 1, 2023.

Exhibit 10.1 January 20, 2023 Ryan Perfit CRIO, LLC 1332 Park Place Brooklyn, NY 11213 Dear Ryan: This letter shall set forth the agreement between CRIO, LLC ("Ryan Perfit” or "you") and Fluent, Inc. (“Fluent” or “us”) with regard to Ryan Perfit providing consulting services to Fluent in connection with the project described below. 1. Project Services. You agree to serve as Fluent’s Interim Chief

Fluent Announces First Quarter 2023 Financial Results

Exhibit 99.1 Fluent Announces First Quarter 2023 Financial Results • Revenue of $77.3 million for Q1 2023 • Gross profit (exclusive of depreciation and amortization) of $19.0 million for Q1 2023 • Net loss of $31.9 million for Q1 2023 • Media margin of $22.0 million for Q1 2023 • Adjusted EBITDA of $0.4 million for Q1 2023 • Adjusted net loss of $2.7 million for Q1 2023 New York, NY – May 15, 2023

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 15, 2023 FLUENT, INC. (Exact

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 15, 2023 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 1, 2023 FLUENT, INC. (Exact na

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported) May 1, 2023 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number) (I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14

Form of Indemnity Agreement (incorporated by reference to Exhibit 10.1 to the Company's Annual Report on Form 10-K filed March 15, 2023).

Exhibit 10.1 INDEMNITY AGREEMENT This Indemnity Agreement, dated as of , 202 is made by and between Fluent, Inc., a Delaware corporation (the “Company”), and , a director, officer or key employee of the Company or one or more of the Company’s subsidiaries or other service provider who satisfies the definition of Indemnifiable Person set forth below (“Indemnitee”). RECITALS A. The Company is aware

Fluent Announces Fourth Quarter and Full-Year 2022 Financial Results

Exhibit 99.1 Fluent Announces Fourth Quarter and Full-Year 2022 Financial Results • Revenue of $84.7 million for Q4 2022 and $361.1 million for FY 2022 • Net loss of $67.5 million for Q4 2022 and $123.3 million for FY 2022 • Gross profit (exclusive of depreciation and amortization) of $20.0 million for Q4 2021 and $93.6 million for FY 2022 • Media margin of $23.7 million for Q4 2022 and $110.0 mil

Description of Securities.*

Exhibit 4.3 DESCRIPTION OF THE REGISTRANT’S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of March 13, 2023, Fluent, Inc. (“the Company”) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) — our common stock, par value $0.0005 per share (“Common Stock”). Description of Common Stock

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 15, 2023 FLUENT, INC. (Exac

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 15, 2023 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number

Subsidiaries of Fluent, Inc.*

Exhibit 21.1 SUBSIDIARIES OF FLUENT, INC. The following is a list of the significant subsidiaries of Fluent, Inc. showing the place of incorporation or organization and the names under which each subsidiary does business. The names of certain subsidiaries are omitted as such subsidiaries, considered as a single subsidiary, would not constitute a significant subsidiary. Name Jurisdiction of Organiz

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-3

FLNT / Fluent Inc / JB CAPITAL PARTNERS LP - AMENDMENT NO. 5 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 5)* Fluent, Inc. (Name of Issuer) Common Stock, $0.0005 par value (Title of Class of Securities) 34380C102 (CUSIP Number) December 31, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

FLNT / Fluent Inc / WELLINGTON TRUST Co N A - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Fluent, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 34380C102 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

FLNT / Fluent Inc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Fluent, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 34380C102 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to design

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 24, 2023 FLUENT, INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 24, 2023 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Numb

Amendment No. 2 to its Credit Agreement, effective as of December 20, 2022, by and among Fluent, Inc., Fluent, LLC, as Borrower, certain subsidiaries of the Company party thereto, the lenders party thereto, and Citizens Bank, N.A., as Administrative Agent

Exhibit 10.1 Execution Version SECOND AMENDMENT TO CREDIT AGREEMENT, WAIVER, ACKNOWLEDGEMENT AND JOINDER THIS SECOND AMENDMENT TO CREDIT AGREEMENT, WAIVER, ACKNOWLEDGEMENT AND JOINDER (this ?Amendment?), dated as of December 20, 2022 (the ?Execution Date?) is by and among FLUENT, LLC., a Delaware limited liability company (the ?Borrower?), the Guarantors party hereto (including, as of the date her

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 23, 2022 FLUENT, INC. (E

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 23, 2022 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Num

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

Fluent Announces Third Quarter 2022 Financial Results

Exhibit 99.1 Fluent Announces Third Quarter 2022 Financial Results • Q3 2022 revenue of $89.0 million, up 4% over Q3 2021 • Net income of $3.1 million, or $0.04 per share • Gross profit (exclusive of depreciation and amortization) of $23.8 million, an increase of 8% over Q3 2021 and representing 27% of revenue for the three months ended September 30, 2022 • Media margin of $28.1 million, up 16% ov

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 7, 2022 FLUENT, INC. (Ex

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 7, 2022 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Numb

Fluent, Inc. Appoints David A. Graff and Richard C. Pfenniger, Jr. to Board of Directors

Exhibit 99.1 Fluent, Inc. Appoints David A. Graff and Richard C. Pfenniger, Jr. to Board of Directors Seasoned Executives in Leading High-Value, Rapid-Growth Company Initiatives Join Fluent Board NEW YORK, October 11, 2022 (Global Newswire) ? Fluent, Inc. (NASDAQ: FLNT), a leading data-driven performance marketing company, today announced that the Board of Directors has appointed David A. Graff an

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 11, 2022 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Numb

Filing Fee Table

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) Fluent, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule (1) Amount Registered (2) Proposed Maximum Offering Price Per Share Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, par value $0.00

EX-99.1

Exhibit 99.1

As filed with the Securities and Exchange Commission on August 10, 2022

As filed with the Securities and Exchange Commission on August 10, 2022 Registration No.

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 9, 2022 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number

Fluent Announces Second Quarter 2022 Financial Results

Exhibit 99.1 Fluent Announces Second Quarter 2022 Financial Results ? Q2 2022 revenue of $98.4 million, up 34% over Q2 2021 ? Gross profit (exclusive of depreciation and amortization) of $28.3 million, an increase of 69% over Q2 2021 and representing 29% of revenue for the three months ended June 30, 2022 ? Net loss of $56.9 million, or $0.70 per share, primarily due to non-cash impairment charge

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 9, 2022 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 10, 2022 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number)

Fluent, Inc. 2022 Omnibus Equity Incentive Plan

Exhibit 10.1 FLUENT, INC. 2022 OMNIBUS EQUITY INCENTIVE PLAN Section 1. Purpose of Plan. The name of the Plan is the Fluent, Inc. 2022 Omnibus Equity Incentive Plan (the ?Plan?). The purposes of the Plan are to (i) provide an additional incentive to selected employees, directors, and independent contractors of the Company or its Affiliates whose contributions are essential to the growth and succes

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 18, 2022 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number)

EX-99.1

Exhibit 99.1

Transition Agreement, dated November 9, 2021, by and between the Company and Alex Mandel

Exhibit 10.1 November 9, 2021 Alex Mandel Re: Transition Agreement Dear Alex: We refer to the Employment Agreement between Fluent, Inc. (?Company?) and Alexander E. Mandel (?Employee?) effective January 1, 2019 (the ?Agreement?). All terms not otherwise defined herein shall have the same meaning as in the Agreement. 1. Transition. Assuming the new CFO has executed her employment agreement, effecti

Employment Agreement, dated November 9, 2021, by and between the Company and Sugandha Khandelwal

Exhibit 10.2 EMPLOYMENT AGREEMENT This Employment Agreement (this ?Agreement?) is made by and between Fluent, Inc. (the ?Company?) and Sugandha Khandelwal (the ?Employee?) effective as of the Effective Date. RECITALS WHEREAS, the Company?s wholly-owned subsidiary, Fluent, LLC, and its subsidiaries engage in the business of performance-based digital advertising and marketing services and solutions

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2022 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 00

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 9, 2022 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number) (

Fluent Announces First Quarter 2022 Financial Results

Exhibit 99.1 Fluent Announces First Quarter 2022 Financial Results ? Q1 2022 revenue of $89.1 million, up 27% over Q1 2021 ? Net loss of $2.0 million, or $0.02 per share ? Gross profit (exclusive of depreciation and amortization) of $21.5 million, an increase of 12% over Q1 2021 and representing 24.1% of revenue for the three months ended March 31, 2022 ? Media margin of $26.0 million, up 4% over

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-3

Subsidiaries of Fluent, Inc.*

Exhibit 21.1 SUBSIDIARIES OF FLUENT, INC. Name Jurisdiction of Organization Fluent, LLC Delaware Winopoly, LLC New York

Description of Securities.*

Exhibit 4.3 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of March 7, 2022, Fluent, Inc. (?the Company?) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?) ? our common stock, par value $0.0005 per share (?Common Stock?). Description of Common Stock

Fluent Announces Fourth Quarter and Full-Year 2021 Financial Results

Exhibit 99.1 Fluent Announces Fourth Quarter and Full-Year 2021 Financial Results ? Q4 2021 revenue of $99.8 million, up 21.8% over Q4 2020 ? Net income of $3.8 million, or $0.05 per share ? Gross profit (exclusive of depreciation and amortization) of $27.5 million, up 8.9% over Q4 2020 and representing 28% of revenue ? Media margin of $31.2 million, down 2.5% over Q4 2020 and representing 31.3% o

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 8, 2022 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number)

FLNT / Fluent Inc / JB CAPITAL PARTNERS LP - AMENDMENT NO. 4 TO SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 4)* Fluent, Inc. (Name of Issuer) Common Stock, $0.0005 par value (Title of Class of Securities) 34380C102 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

FLNT / Fluent Inc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Fluent, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 34380C102 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

FLNT / Fluent Inc / WELLINGTON TRUST Co N A - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Fluent, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 34380C102 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

FLNT / Fluent Inc / Wellington Trust Company, National Association Multiple Common Trust Funds Trust, Micro Cap Equity Portfolio - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* Fluent, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 34380C102 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 9, 2021 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Numb

FLUENT CFO ANNOUNCEMENT

Exhibit 99.1 FLUENT CFO ANNOUNCEMENT Monday, 11/15/2021 Fluent, Inc. to Appoint Walmart Executive Sugandha Khandelwal as Chief Financial Officer Leading Performance Marketing Company Continues to Implement Key Executive Leadership Changes as it Evolves and Executes Strategic Growth Agenda NEW YORK, November 15, 2021 ? Fluent, Inc. (NASDAQ: FLNT), a leading data-driven performance marketing company

Fluent Announces Third Quarter 2021 Financial Results

Exhibit 99.1 Fluent Announces Third Quarter 2021 Financial Results ? Q3 2021 revenue of $85.9 million, up 10% over Q3 2020 ? Net loss of $2.5 million, or $0.03 per share ? Gross profit (exclusive of depreciation and amortization) of $22.1 million, down 13% over Q3 2020 and representing 25.7% of revenue ? Media margin of $24.2 million, down 19% over Q3 2020 and representing 28.1% of revenue ? Adjus

Amendment No. 1 to its Credit Agreement, effective as of September 1, 2021, by and among Fluent, Inc., Fluent, LLC, as Borrower, certain subsidiaries of the Company party thereto, the lenders party thereto, and Citizens Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed November 4, 2021).

Exhibit 10.1 FIRST AMENDMENT TO CREDIT AGREEMENT THIS FIRST AMENDMENT TO CREDIT AGREEMENT (this ?Amendment?), dated as of September 1, 2021 is by and among FLUENT, LLC., a Delaware limited liability company (the ?Borrower?), the Required Lenders (as defined below) party hereto, and CITIZENS BANK, N.A., a national banking association, as administrative agent for the Lenders under the Credit Agreeme

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Numbe

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): November 4, 2021 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Numb

[PERIOD] Ended XXX,

VIA EDGAR September 21, 2021 United States Securities and Exchange Commission Division of Corporation Finance Office of Trade & Services 100 F Street, N.

Fluent Strengthens Customer Acquisition Capabilities for

Exhibit 99.1 Fluent Strengthens Customer Acquisition Capabilities for its Growing Roster of Global Brands with Full Acquisition of Winopoly, LLC Leading Performance Marketing Company Also Launches Fluent Sales Solutions ? a New Business Division Focused on Delivering End-to-End Omnichannel Consumer Acquisition Solutions to Advertisers NEW YORK, September 7, 2021 (GLOBE NEWSWIRE) ? Fluent, Inc. (NA

Entry into a Material Definitive Agreement, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): September 1, 2021 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Num

VIA EDGAR

CORRESP 1 filename1.htm VIA EDGAR August 31, 2021 United States Securities and Exchange Commission Division of Corporate Finance Office of Trade & Services 100 F Street N.E. Washington, DC 20549 Attn: Theresa Brillant Re: Fluent, Inc. Form 10-K for Fiscal Year Ended December 31, 2020 Filed March 16, 2021 File No. 001-37893 Dear Ms. Brillant: We received your letter dated August 18, 2021, setting f

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-37893 FLUENT, INC.

Fluent Announces Second Quarter 2021 Financial Results

Exhibit 99.1 Fluent Announces Second Quarter 2021 Financial Results ? Q2 2021 revenue of $73.4 million, up 3% over Q2 2020 ? Net loss of $5.2 million, or $0.06 per share ? Media margin of $20.1 million, down 19% over Q2 2020 and representing 27.4% of revenue ? Adjusted EBITDA of $1.9 million, representing 2.5% of revenue ? Adjusted net loss of $1.9 million, or $0.02 per share New York, NY ? August

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): August 9, 2021 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number

Fluent Implements Key Executive Changes for the Next Phase of Its Strategic and Sustainable Growth Agenda Leading Performance Marketing Company’s Executive Leadership Enthusiastically Steps Back in to Lead Strategic Roles that Facilitate Hands-On Ope

Exhibit 99.1 Fluent Implements Key Executive Changes for the Next Phase of Its Strategic and Sustainable Growth Agenda Leading Performance Marketing Company?s Executive Leadership Enthusiastically Steps Back in to Lead Strategic Roles that Facilitate Hands-On Operating Protocols in Today?s Rapidly Evolving Marketplace NEW YORK, July 6, 2021 (GLOBE NEWSWIRE) ??Fluent, Inc.??(NASDAQ: FLNT), a leadin

Regulation FD Disclosure, Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 30, 2021 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number)

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 2, 2021 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Comm

Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): June 2, 2021 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number)

Regulation FD Disclosure, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 18, 2021 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number)

EX-99.1

Exhibit 99.1

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): May 10, 2021 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number)

Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2021 or ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number 001-37893 FLUENT, INC.

Fluent Announces First Quarter 2021 Financial Results

Exhibit 99.1 Fluent Announces First Quarter 2021 Financial Results ? Q1 2021 revenue of $70.2 million, down 11% over Q1 2020 ? Net loss of $6.3 million, or $0.08 per share ? Media margin of $24.9 million, up 4% over Q1 2020 and representing 35.4% of revenue ? Adjusted EBITDA of $4.7 million, representing 6.7% of revenue ? Adjusted net income of $0.4 million, or $0.00 per share New York, NY ? May 1

- FORM DEF 14A

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A (Rule 14a-101) INFORMATION REQUIRED IN PROXY STATEMENT SCHEDULE 14A INFORMATION Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confide

Fluent Announces New $65 Million Credit Facility

Exhibit 99.1 Fluent Announces New $65 Million Credit Facility NEW YORK— March 31, 2021 — Fluent, Inc. (NASDAQ: FLNT), a leading data-driven performance marketing company, today announced the entry into a new five-year credit agreement, consisting of a $50.0 million term loan and a revolving credit facility of up to $15.0 million, provided by Citizens Bank, N.A., as administrative agent, lead arran

$65,000,000 CREDIT AGREEMENT among FLUENT, LLC, as the Borrower, CERTAIN SUBSIDIARIES OF THE BORROWER FROM TIME TO TIME PARTY HERETO, as Guarantors, THE LENDERS PARTY HERETO, and CITIZENS BANK, N.A., as Administrative Agent Dated as of March 31, 2021

Exhibit 10.1 $65,000,000 CREDIT AGREEMENT among FLUENT, LLC, as the Borrower, CERTAIN SUBSIDIARIES OF THE BORROWER FROM TIME TO TIME PARTY HERETO, as Guarantors, THE LENDERS PARTY HERETO, and CITIZENS BANK, N.A., as Administrative Agent Dated as of March 31, 2021 CITIZENS BANK, N.A., as Lead Arranger and Bookrunner TABLE OF CONTENTS Page ARTICLE I DEFINITIONS 1 Section 1.1 Defined Terms. 1 Section

Regulation FD Disclosure, Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Material Modification to Rights of Security Holders, Financial Statements and Exhibits, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 31, 2021 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 16, 2021 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Co

Fluent, Inc.

Exhibit 99.2 Fluent, Inc. Fourth Quarter and Full-Year 2020 Earnings Conference Call March 16, 2020 Operator: Good day, and welcome to the Fluent Incorporated Fourth Quarter and Fiscal Year 2020 Conference Call. I would like now to turn the conference over to Ryan McCarthy of Fluent, Inc. Please go ahead. Ryan McCarthy: Good afternoon, and welcome. Thank you for joining us to discuss our fourth qu

Description of Securities.*

Exhibit 4.3 DESCRIPTION OF THE REGISTRANT?S SECURITIES REGISTERED PURSUANT TO SECTION 12 OF THE SECURITIES EXCHANGE ACT OF 1934 As of March 12, 2021, Fluent, Inc. (?the Company?) had one class of securities registered under Section 12 of the Securities Exchange Act of 1934, as amended (the ?Exchange Act?) ? our common stock, par value $0.0005 per share (?Common Stock?). Description of Common Stock

Fluent Announces Fourth Quarter and Full-Year 2020 Financial Results

Exhibit 99.1 Fluent Announces Fourth Quarter and Full-Year 2020 Financial Results • Q4 2020 revenue of $82.0 million, up 2.5% over Q4 2019 • Net income of $0.2 million, or $0.00 per share • Media margin of $32.0 million, up 21.8% over Q4 2019 and representing 39.0% of revenue • Adjusted EBITDA of $11.1 million, representing 13.6% of revenue • Adjusted net income of $5.4 million, or $0.07 per share

Subsidiaries of Fluent, Inc.*

Exhibit 21.1 SUBSIDIARIES OF FLUENT, INC. Name Jurisdiction of Organization Fluent, LLC Delaware

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): March 16, 2021 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Number

Annual Report - FORM 10-K

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Fluent, Inc. (Name of Issuer) Common Stock, $0.0005 par value (Title of Class of Securities) (CUSIP Nu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G/A Under the Securities Exchange Act of 1934 (Amendment No. 3)* Fluent, Inc. (Name of Issuer) Common Stock, $0.0005 par value (Title of Class of Securities) 34380C102 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* Fluent, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 34380C102 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Fluent, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 34380C102 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

SCHEDULE 13G

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. )* Fluent, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 34380C102 (CUSIP Number) December 31, 2020 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which this Schedule is

EX-99.2

Exhibit 99.2

Financial Statements and Exhibits, Results of Operations and Financial Condition - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): January 14, 2021 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Numb

Fluent, Inc. Announces Preliminary Financial Metrics for 2020

Exhibit 99.1 Fluent, Inc. Announces Preliminary Financial Metrics for 2020 NEW YORK, NY – January 14, 2021 – Fluent, Inc. (NASDAQ: FLNT), a leading data-driven performance marketing company, today announced preliminary financial metrics for its full year and fourth quarter 2020. These preliminary metrics, which are subject to final reporting and audit procedures, are reflected below: Full-Year and

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers - FORM 8-K

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): December 23, 2020 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Num

Quarterly Report - FORM 10-Q

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 001-37893 FLUENT, INC.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of Earliest Event Reported): October 29, 2020 FLUENT, INC. (Exact name of registrant as specified in its charter) Delaware 001-37893 77-0688094 (State or other jurisdiction of incorporation) (Commission File Numb