SEC Form 4 · accession 0001209191-16-102013

Fluent, Inc. · FLNT

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director · 10% Owner · Other

Period of report

Jan 20, 2016

Accepted (ET)

Feb 24, 2016 · 5:38 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001460329

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Feb 22, 2016	C	5,827,200	—	A	5,853,900	D
Common Stock^F1	Feb 22, 2016	J	2,000,000	—	A	2,000,000	I	Held by RSMC Partners, LLC, of which the reporting person is a member.

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Series B Non-Voting Convertible Preferred Stock^F1	—	Jan 20, 2016	J	40,000	D	—	—	Common Stock	2,000,000	116,544	D
Series B Non-Voting Convertible Preferred Stock^F1	—	Jan 20, 2016	J	40,000	A	—	—	Common Stock	2,000,000	40,000	I
Series B Non-Voting Convertible Preferred Stock^F1	—	Feb 22, 2016	C	116,544	D	—	—	Common Stock	5,827,200	0	D
Series B Non-Voting Convertible Preferred Stock^F1	—	Feb 22, 2016	J	40,000	D	—	—	Common Stock	2,000,000	0	I

F1Each share of Series B Non-Voting Convertible Preferred Stock (the "Series B Preferred Stock") automatically converted on a one-for-fifty basis into common stock of the Company (the "Common Stock") on February 22, 2016, and had no expiration date.
F2On January 20, 2016, the reporting person entered into the RSMC Limited Liability Company Agreement, pursuant to which he contributed 40,000 shares of Series B Preferred Stock, which may be deemed to be held indirectly by the reporting person as a result of the reporting person's membership in RSMC Partners, LLC ("RSMC"). The reporting person disclaims beneficial ownership of the shares held by RSMC except to the extent of any pecuniary interest in such shares.