Fluent Inc 2026年季度报告

FORM 10-Q (Mark One)☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the quarterly period endedMarch 31, 2026or ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF1934 For the transition period fromto Commission File Number: 001-37893 FLUENT, INC.(Exact name of registrant as specified in its charter) (646) 669-7272(Registrant's telephone number, including area code) Not Applicable(Former name, former address and former fiscal year, if changed since last report) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12months (or for such shorter period that the registrant was required to file suchreports), and (2)has been subject to such filing requirements for the past 90days.☒Yes☐No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period thatthe registrant was required to submit such files).☒Yes☐No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smallerreporting company," and "emerging growth company" in Rule12b-2 of the Exchange Act. LargeacceleratedfilerNon-accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule12b-2 of the Exchange Act).Yes☐No☒ As of May12, 2026, the registrant had 29,815,712shares of common stock, $0.0005 par value per share, outstanding. FLUENT, INC. TABLE OF CONTENTS FOR FORM 10-Q PART I - FINANCIAL INFORMATION Item 1.Financial Statements (unaudited)Consolidated Balance Sheets as of March 31, 2026 and December 31, 20252Consolidated Statements of Operations for the threemonths ended March 31, 2026and 20253Consolidated Statements of Changes in Shareholders' Equity for the three months ended March 31, 2026and20254Consolidated Statements of Cash Flows for the threemonths ended March 31, 2026and 20255Notes to Consolidated Financial Statements6Item 2.Management's Discussion and Analysis of Financial Condition and Results of Operations25Item 3.Quantitative and Qualitative Disclosures About Market Risk37Item 4.Controls and Procedures37 PART II - OTHER INFORMATION Item 1.Legal Proceedings38Item 1A.Risk Factors38Item 2.Unregistered Sales of Equity Securities and Use of Proceeds39Item 3.Defaults Upon Senior Securities39Item 5.Other Information39Item 6.Exhibits40Signatures42 PART I - FINANCIAL INFORMATION Unless otherwise indicated or required by the context, all references in this Quarterly Report on Form 10-Q to "we," "us," "our,""Fluent," or the "Company," refer to Fluent, Inc. and its consolidated subsidiaries. ITEM 1. FINANCIAL STATEMENTS. FLUENT, INC.CONSOLIDATED BALANCE SHEETS(Amounts in thousands, except share and per share data)(unaudited) LIABILITIES AND SHAREHOLDERS' EQUITY:Accounts payable FLUENT, INC.CONSOLIDATED STATEMENTS OF OPERATIONS(Amounts in thousands, except share and per share data)(unaudited) FLUENT, INC.CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY(Amounts in thousands, except share and per share data)(unaudited) FLUENT, INC.CONSOLIDATED STATEMENTS OF CASH FLOWS(Amounts in thousands)(unaudited) Three Months Ended March31,20262025CASH FLOWS FROM OPERATING ACTIVITIES:Net loss$(5,354)$(8,269)Adjustments to reconcile net loss to net cash provided by operating activities:Depreciation and amortization1,6812,461Non-cash loan amortization expense79176Non-cash gain on divestiture(2,352)—Share-based compensation expense954335Fair value adjustment of Convertible Notes with related parties83780Loss on disposal of asset14—Allowance for credit losses(5)(4)Changes in assets and liabilities, net of business acquisitions:Accounts receivable14,9759,517Prepaid expenses and other current assets123603Other non-current assets131106Operating lease assets and liabilities, net(18)(83)Accounts payable283(263)Accrued expenses and other current liabilities(5,658)(2,331)Deferred revenue(578)(215)Other—(1)Net cash provided by operating activities5,1122,112CASH FLOWS FROM INVESTING ACTIVITIES:Capitalized costs included in intangible assets(1,493)(1,570)Proceeds from note receivable69—Acquisition of property and equipment(57)—Net cash used in investing activities(1,481)(1,570)CASH FLOWS FROM FINANCING ACTIVITIES:Proceeds fro