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    Fluent Inc. filed SEC Form 8-K: Regulation FD Disclosure, Financial Statements and Exhibits

    6/10/25 5:23:30 PM ET
    $FLNT
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    flnt20250609_8k.htm
    false 0001460329 0001460329 2025-06-10 2025-06-10
     
     
    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)
     
    (IRS Employer
    Identification No.)
             
    300 Vesey Street, 9th Floor
    New York, New York
      10282
    (Address of principal executive offices)   (Zip Code)
     
    Registrant’s telephone number, including area code: (646) 669-7272
     
    Not Applicable
    (Former name or former address, if changed since last report)
     
    Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
     
    ☐
    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
     
    ☐
    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
     
    ☐
    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     
     
    ☐
    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
     
    Securities registered pursuant to Section 12(b) of the Act:
     
    Title of each class
     
    Trading Symbol(s)
     
    Name of each exchange on which registered
    Common Stock, $0.0005 par value per share
     
    FLNT
     
    The Nasdaq Stock Market LLC
     
    Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
     
    Emerging growth company ☐
     
    If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
     
     

     
     
    Item 7.01. Regulation FD Disclosure.
     
    Fluent, Inc. (the “Company”) has prepared presentation materials (the “Presentation Materials”) that management intends to use from time to time on and after June 10, 2025 in presentations about the Company’s business. The Presentation Materials are furnished as Exhibit 99.1 to this Current Report on Form 8-K.
     
    The information contained in the Presentation Materials is summary information that should be considered within the context of the Company’s filings with the Securities and Exchange Commission and other public announcements that the Company may make by press release or otherwise from time to time. The Presentation Materials speak as of the date of this Current Report on Form 8-K. While the Company may elect to update the Presentation Materials in the future or reflect events and circumstances occurring or existing after the date of this Current Report on Form 8-K, the Company specifically disclaims any obligation to do so.
     
    The information in this Item 7.01 and Exhibit 99.1 of this Current Report on Form 8-K is furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. The information in this Item 7.01 and Exhibit 99.1 of this Current Report on Form 8-K shall not be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date of this Current Report on Form 8-K, regardless of any general incorporation language in any such filing.
     
    Item 9.01. Financial Statements and Exhibits.
     
    d) Exhibits
     
    Exhibit No.
     
    Description
    99.1
     
    Presentation Materials dated June 2025
    104
     
    Cover Page Interactive Data File (formatted as Inline XBRL)
     
     

     
     
    SIGNATURES
     
    Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
     
     
     
     
    Fluent, Inc.
     
           
    June 10, 2025
    By:
    /s/ Donald Patrick
     
     
    Name:
    Donald Patrick
     
     
    Title:
    Chief Executive Officer
     
     
     
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