SEC Form 4 · accession 0001209191-16-123094
Fluent, Inc. · FLNT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Brauser
Officer — Executive Chairman · Director
Period of report
May 24, 2016
Accepted (ET)
May 25, 2016 · 6:50 am 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 StockF1,F2 | May 24, 2016 | P | 3,500 | $4.84 | A | 2,065,445 | I | See footnote |
| Common StockF3 | holding | — | — | — | 1,373,646 | I | See footnote | |
| Common Stock | holding | — | — | — | 121,734 | D | ||
| Common StockF4 | holding | — | — | — | 8,130 | I | See footnote. | |
| Common StockF5 | holding | — | — | — | 116,666 | D | ||
| Common StockF6 | holding | — | — | — | 100,000 | D | ||
| Common StockF7,F4 | holding | — | — | — | 1,000,000 | I | See footnote. |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The shares were purchased in multiple transactions at prices ranging from $4.82 to $4.97, with a weighted average price per share of $4.84. The reporting person undertakes to provide IDI, Inc., any security holder of IDI, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price with the ranges set forth in this footnote.
- F2Shares held by Grander Holdings, Inc. 401K Profit Sharing Plan of which Mr. Brauser is trustee.
- F3Shares held by Birchtree Capital, LLC, of which Mr. Brauser is the manager.
- F4Represents pro-rata ownership of securities held by entities over which the reporting person exercises investment control.
- F5Represents restricted stock units, convertible into common stock of the issuer on a one-for-one basis. The restricted stock units vest in equal installments of 58,333 shares on each of March 21, 2017 and 2018, subject to accelerated vesting under certain conditions.
- F6Represents restricted stock units, convertible into common stock of the issuer on a one-for-one basis. The restricted stock units vest quarterly in eight equal installments from January 2, 2015 through October 2, 2016 subject to accelerated vesting under certain conditions.
- F7Represents restricted stock units, convertible into common stock of the issuer on a one-for-one basis. The restricted stock units vest annually in four equal installments from October 13, 2015 through October 13, 2018 subject to achievement of certain performance milestones by the issuer and accelerated vesting under certain conditions.