SEC Form 4 · accession 0001209191-17-022487
Fluent, Inc. · FLNT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey Alan Dell
Officer — Chief Information Officer
Period of report
Mar 22, 2017
Accepted (ET)
Mar 23, 2017 · 6:07 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 Stock | Mar 22, 2017 | P | 2,000 | $3.40 | A | 13,427 | D | |
| Common StockF1 | holding | — | — | — | 15,000 | D | ||
| Common StockF2 | holding | — | — | — | 20,000 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents restricted stock units ("RSUs"), convertible into common stock of the issuer on a one-for-one basis. The restricted stock units vest annually in three equal installments of 5,000 shares annually on August 22, 2017, August 22, 2018 and August 22, 2019, subject to accelerated vesting under certain conditions.
- F2On November 16, 2015, the reporting person received a grant, subject to stockholder approval, of 20,000 RSUs, convertible into common stock of the issuer on a one-for-one basis. Stockholder approval was obtained on June 1, 2016. The RSUs vest in three equal annual installments beginning November 16, 2016 (the "Time Conditions") provided, however, that no tranche of RSUs will vest until it is determined that Cogint, Inc. has exceeded certain revenue targets and achieved positive EBITDA in any one fiscal year during the vesting period (the "Performance Conditions"). Upon a determination that Cogint, Inc. has exceeded the Performance Conditions, any RSUs that would have otherwise vested in accordance with the Time Conditions will vest at the time of such determination. Any subsequent tranches will vest in accordance with the Time Conditions.