SEC Form 4 · accession 0001628280-19-000993
Fluent, Inc. · FLNT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ryan MacNab Perfit
Officer — Interim CFO
Period of report
Feb 1, 2019
Accepted (ET)
Feb 5, 2019 · 8:14 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 StockF1 | Feb 1, 2019 | A | 15,000 | $0.00 | A | 15,000 | D | |
| Common Stock | holding | — | — | — | 68,512 | D | ||
| Common StockF2 | holding | — | — | — | 10,666 | D | ||
| Common StockF3 | holding | — | — | — | 50,000 | D | ||
| Common StockF4 | holding | — | — | — | 90,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF5 | $4.72 | Feb 1, 2019 | A | 26,000 | A | Feb 1, 2020 | Feb 1, 2029 | Common Stock | 26,000 | 26,000 | D |
Explanation of responses
- F1On February 1, 2019, the Reporting Person received a grant of 15,000 RSUs under the Issuer's 2018 Stock Incentive Plan. Subject to continuing service, the RSUs will vest in five equal annual installments, beginning February 1, 2020.
- F2On April 13, 2017, the Reporting Person received a grant of 10,666 RSUs under the Issuer's 2015 Stock Incentive Plan. Subject to continuing service, the RSUs will vest on February 1, 2020.
- F3On March 20, 2018, the Reporting Person received a grant of 50,000 RSUs under the Issuer's 2015 Stock Incentive Plan. Subject to continuing service, the RSUs will vest in three equal annual installments, beginning on March 1, 2019.
- F4On March 27, 2018, the Reporting Person received a grant of 90,000 deferred stock units under the Issuer's Stock Incentive Plan, which vest immediately but with delivery of the underlying shares in three annual installments commencing on March 27, 2019, which delivery may be ended if the Reporting Person is terminated for cause.
- F5Beginning February 1, 2020, subject to continuing service, 50% of the Stock Option Grants will vest if the Issuer's stock price remains above $5.90 per share for 20 consecutive trading days, and the remaining 50% of the Stock Option Grants will vest if the Issuer's stock price remains above $7.375 per share for 20 consecutive trading days. Any Stock Option Grants that remain unvested as of February 1, 2024 will vest in full on such date.