Fluent, Inc. Reports 2025 Annual Meeting Results: Key Takeaways and Statistics

Strategic Insights -

The 2025 Annual Meeting of Stockholders of Fluent, Inc. was held virtually on June 18, 2025. The meeting saw a total of 13,987,707 shares of common stock represented, representing approximately 67.8% of the total outstanding shares. The meeting resulted in the election of seven directors, the approval of the 2024 Compensation of named executive officers, and the ratification of the appointment of Grant Thornton LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024.

Key Takeaways:

  • Seven directors were elected to serve for a one-year term until the 2026 Annual Meeting of Stockholders, including Matthew Conlin, James P. Geygan, David A. Graff, Barbara Shattuck Kohn, Donald Mathis, Richard Pfenniger, Jr., and Ryan Schulke.
  • The 2024 Compensation of the Company's named executive officers was approved on an advisory basis, with approximately 82.1% of shares voted in favor.
  • Grant Thornton LLP was ratified as the Company's independent registered public accounting firm for the year ending December 31, 2024, with approximately 96.2% of shares voted in favor.
  • Pre-funded warrants issued to certain directors and/or officers were approved for purposes of complying with Nasdaq Listing Rules 5635(b) and 5635(c), with approximately 90.5% of shares voted in favor.
  • Pre-funded warrants issued to certain directors and/or officers were approved for purposes of complying with Nasdaq Listing Rules 5635(b) and 5635(c), with approximately 90.5% of shares voted in favor.
  • Convertible subordinated promissory notes issued to certain directors and/or officers and affiliates of such persons were approved for compliance with Nasdaq Listing Rules 5635(b), 5635(c), and 5635(d), with approximately 90.5% of shares voted in favor.
  • The Fluent, Inc. 2022 Omnibus Equity Incentive Plan was amended to increase the number of shares of common stock reserved thereunder to 3,666,666 shares from 1,666,666 shares, with approximately 74.2% of shares voted in favor.

Statistics:

  • Total shares represented in person or by proxy at the Annual Meeting: 13,987,707
  • Total outstanding shares: 20,643,660
  • Number of shares eligible to vote at the Annual Meeting: 20,643,660
  • Number of shares voted in favor of Proposal 1: 6,051,573 (Director Nominee Matthew Conlin)
  • Number of shares voted against Proposal 1: 115,897 (Director Nominee Matthew Conlin)
  • Number of shares abstaining from voting on Proposal 1: 909 (Director Nominee Matthew Conlin)
  • Number of shares voted in favor of Proposal 2: 5,990,687 (Say-on-Pay)
  • Number of shares voted against Proposal 2: 119,944 (Say-on-Pay)
  • Number of shares abstaining from voting on Proposal 2: 57,748 (Say-on-Pay)

Sources:

  • Fluent, Inc. (2025, Jun 20). FORM 8-K Current Report. UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549.