STOCK TITAN

Fluent, Inc. (FLNT) CEO granted RSUs, phantom units and settles awards

Filing Impact
(High)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Fluent, Inc. CEO Patrick Donald Huntley reported several compensation-related equity transactions. On April 3, 2026, he received 107,000 restricted stock units and an equal number of phantom stock units under the 2025 Equity Participation Plan, each vesting in three annual installments.

On April 1, 2026, 37,000 phantom stock units were converted into common stock and then 37,000 shares were returned to the issuer, while 37,000 phantom units were settled for cash. Earlier, Huntley was granted 111,000 RSUs on October 9, 2025, and sold 1,353 shares on June 10, 2025 to cover tax withholding obligations. After the most recent award, he held 532,007 common shares and 107,000 phantom stock units directly.

Positive

  • None.

Negative

  • None.
Insider Patrick Donald Huntley
Role Chief Executive Officer
Sold 1,353 shs ($2K)
Type Security Shares Price Value
Grant/Award Phantom Stock Units 107,000 $0.00 --
Grant/Award Common Stock 107,000 $0.00 --
Exercise Phantom Stock Units 37,000 $0.00 --
Exercise Common Stock 37,000 $0.00 --
Disposition Common Stock 37,000 $3.26 $121K
Grant/Award Phantom Stock Units 111,000 $0.00 --
Grant/Award Common Stock 111,000 $0.00 --
Grant/Award Common Stock 3,191 $0.00 --
Sale Common Stock 1,353 $1.8139 $2K
Holdings After Transaction: Phantom Stock Units — 107,000 shares (Direct, null); Common Stock — 532,007 shares (Direct, null)
Footnotes (1)
  1. On October 3, 2022, the Issuer approved an award of 25,528 performance stock units ("PSUs") to the Reporting Person under the Fluent, Inc. 2022 Omnibus Equity Incentive Plan, subject to the achievement of certain financial targets. Targets were measured over a three-year period resulting in the issuance of 3,191 PSUs, with the remainder of the PSUs being forfeited. The shares were sold to cover tax withholding obligations. On October 9, 2025, the Issuer granted the Reporting Person 111,000 restricted stock units ("RSUs") pursuant to the Issuer's 2025 Equity Participation Plan ("2025 EPP"). The RSUs vest in three equal annual installments with the first installment vesting on April 1, 2026, subject to continued employment. Each phantom stock unit was the economic equivalent of one share of the Issuer's common stock. On April 1, 2026, 37,000 of the Reporting Person's phantom stock units were settled for cash. On April 3, 2026, the Issuer granted the Reporting Person 107,000 RSUs pursuant to the Issuer's 2025 EPP. The RSUs vest in three equal annual installments with the first installment vesting on April 1, 2027, subject to continued employment. The grant was made pursuant to the Issuer's 2025 EPP. Each phantom stock unit is the economic equivalent of one share of the Issuer's common stock and vest in three equal annual installments with the first installment vesting on April 1, 2026. Each phantom stock unit will be settled in cash in an amount equal to the fair market value of the Issuer's common stock on the vesting date, subject to continued employment. The grant was made pursuant to the Issuer's 2025 EPP. Each phantom stock unit is the economic equivalent of one share of the Issuer's common stock and vest in three equal annual installments with the first installment vesting on April 1, 2027. Each phantom stock unit will be settled in cash in an amount equal to the fair market value of the Issuer's common stock on the vesting date, subject to continued employment.
RSU grant 107,000 units Granted April 3, 2026 under 2025 EPP; three-year vesting
Phantom unit grant 107,000 units Granted April 3, 2026; three equal annual installments from April 1, 2027
RSU grant 111,000 units Granted October 9, 2025; first vesting April 1, 2026
Phantom units settled 37,000 units Settled for cash on April 1, 2026
Common shares from exercise 37,000 shares Common stock acquired via derivative exercise on April 1, 2026
Tax-related sale 1,353 shares at $1.8139 Shares sold June 10, 2025 to cover tax withholding
Common shares held 532,007 shares Direct holdings after April 3, 2026 award
Phantom units held 107,000 units Direct phantom stock unit holdings after April 3, 2026 grant
restricted stock units financial
"the Issuer granted the Reporting Person 111,000 restricted stock units ("RSUs") pursuant to the Issuer's 2025 Equity Participation Plan"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
phantom stock units financial
"Each phantom stock unit is the economic equivalent of one share of the Issuer's common stock"
Phantom stock units are company promises that pay a cash or stock-equivalent award tied to the firm’s share price or value growth, but they do not issue actual shares. Think of them as a bonus check that moves with the stock like a mirror rather than handing over an ownership slice. Investors care because these awards can affect a company’s future cash obligations, executive incentives and reported expenses without causing share dilution.
performance stock units financial
"approved an award of 25,528 performance stock units ("PSUs") to the Reporting Person"
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
tax withholding obligations financial
"The shares were sold to cover tax withholding obligations."
2025 Equity Participation Plan financial
"pursuant to the Issuer's 2025 Equity Participation Plan ("2025 EPP")"
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Patrick Donald Huntley

(Last)(First)(Middle)
C/O FLUENT, INC.
300 VESEY STREET, 9TH FLOOR

(Street)
NEW YORK NEW YORK 10282

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Fluent, Inc. [ FLNT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Executive Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/10/2025
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Stock06/10/2025A3,191(1)A$0315,360D
Common Stock06/10/2025S(2)1,353D$1.8139314,007D
Common Stock10/09/2025A111,000(3)A$0425,007D
Common Stock04/01/2026M37,000A(4)462,007D
Common Stock04/01/2026D37,000D$3.26425,007D
Common Stock04/03/2026A107,000(5)A$0532,007D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Phantom Stock Units(6)10/09/2025A111,000 (6) (6)Common stock111,000(6)111,000D
Phantom Stock Units(4)04/01/2026M37,00004/01/202604/01/2026Common stock37,000(4)74,000D
Phantom Stock Units(7)04/03/2026A107,000 (7) (7)Common stock107,000(7)107,000D
Explanation of Responses:
1. On October 3, 2022, the Issuer approved an award of 25,528 performance stock units ("PSUs") to the Reporting Person under the Fluent, Inc. 2022 Omnibus Equity Incentive Plan, subject to the achievement of certain financial targets. Targets were measured over a three-year period resulting in the issuance of 3,191 PSUs, with the remainder of the PSUs being forfeited.
2. The shares were sold to cover tax withholding obligations.
3. On October 9, 2025, the Issuer granted the Reporting Person 111,000 restricted stock units ("RSUs") pursuant to the Issuer's 2025 Equity Participation Plan ("2025 EPP"). The RSUs vest in three equal annual installments with the first installment vesting on April 1, 2026, subject to continued employment.
4. Each phantom stock unit was the economic equivalent of one share of the Issuer's common stock. On April 1, 2026, 37,000 of the Reporting Person's phantom stock units were settled for cash.
5. On April 3, 2026, the Issuer granted the Reporting Person 107,000 RSUs pursuant to the Issuer's 2025 EPP. The RSUs vest in three equal annual installments with the first installment vesting on April 1, 2027, subject to continued employment.
6. The grant was made pursuant to the Issuer's 2025 EPP. Each phantom stock unit is the economic equivalent of one share of the Issuer's common stock and vest in three equal annual installments with the first installment vesting on April 1, 2026. Each phantom stock unit will be settled in cash in an amount equal to the fair market value of the Issuer's common stock on the vesting date, subject to continued employment.
7. The grant was made pursuant to the Issuer's 2025 EPP. Each phantom stock unit is the economic equivalent of one share of the Issuer's common stock and vest in three equal annual installments with the first installment vesting on April 1, 2027. Each phantom stock unit will be settled in cash in an amount equal to the fair market value of the Issuer's common stock on the vesting date, subject to continued employment.
/s/ Donald Patrick06/12/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What equity awards did Fluent (FLNT) CEO Patrick Huntley receive on April 3, 2026?

On April 3, 2026, Patrick Huntley received 107,000 restricted stock units and 107,000 phantom stock units under Fluent’s 2025 Equity Participation Plan. Both awards vest in three equal annual installments starting April 1, 2027, subject to his continued employment.

How many Fluent (FLNT) shares does CEO Patrick Huntley hold after the latest Form 4?

Following the April 3, 2026 transactions, Patrick Huntley directly holds 532,007 shares of Fluent common stock. He also holds 107,000 phantom stock units, each economically equivalent to one share of Fluent common stock, subject to vesting and cash settlement terms.

What happened to Patrick Huntley’s phantom stock units at Fluent (FLNT) on April 1, 2026?

On April 1, 2026, 37,000 of Patrick Huntley’s phantom stock units were converted into 37,000 shares of Fluent common stock, and 37,000 phantom units were settled for cash. The share conversion and cash settlement followed the plan’s vesting and settlement provisions.

Why did Fluent (FLNT) CEO Patrick Huntley sell 1,353 shares in June 2025?

On June 10, 2025, Patrick Huntley sold 1,353 shares of Fluent common stock at $1.8139 per share. A footnote states these shares were sold specifically to cover tax withholding obligations, indicating a tax-related disposition rather than a discretionary portfolio sale.

What RSU grant did Fluent (FLNT) award to CEO Patrick Huntley in October 2025?

On October 9, 2025, Fluent granted Patrick Huntley 111,000 restricted stock units under the 2025 Equity Participation Plan. These RSUs vest in three equal annual installments beginning April 1, 2026, provided he remains employed with the company through each vesting date.

How do phantom stock units work in Fluent (FLNT) CEO Patrick Huntley’s compensation?

Each phantom stock unit is the economic equivalent of one Fluent common share. Units vest in three equal annual installments and are settled in cash equal to the fair market value on each vesting date, subject to Patrick Huntley’s continued employment, rather than delivering actual shares.