SEC Form 4 · accession 0001209191-16-108682

Fluent, Inc. · FLNT

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

Reporting owners

Director · 10% Owner

10% Owner

Period of report

Mar 11, 2016

Accepted (ET)

Mar 15, 2016 · 7:23 pm EDT

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,F2	Mar 11, 2016	A	900,108	—	A	12,873,223	I	By Frost Gamma Investments Trust
Common Stock^F3,F2	Mar 11, 2016	C	524,750	—	A	13,397,973	I	By Frost Gamma Investments Trust

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Warrant^F2,F3	—	Mar 11, 2016	C	524,750	D	—	—	Common Stock	524,750	0	I

F1The shares of Common Stock were issued as earn-out consideration in connection with that certain Merger Agreement and Plan of Reorganization dated as of December 14, 2014, as amended, to which the Company is a party.
F2These securities are held by Frost Gamma Investments Trust, of which Phillip Frost M.D., is the trustee. Frost Gamma L.P. is the sole and exclusive beneficiary of Frost Gamma Investments Trust. Dr. Frost is one of two limited partners of Frost Gamma L.P. The general partner of Frost Gamma L.P. is Frost Gamma, Inc., and the sole shareholder of Frost Gamma, Inc. is Frost-Nevada Corporation. Dr. Frost is also the sole shareholder of Frost-Nevada Corporation. The reporting person disclaims beneficial ownership of these securities, except to the extent of any pecuniary interest therein and this report shall not be deemed an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
F3The shares of Common Stock were issued in exchange for the surrender of a warrant to purchase Common Stock, with one share of Common Stock issued for each share of Common Stock available for purchase under such warrant.