FORM 10-Q (Mark One) QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 OR TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ______________________ to ______________________ Commission file number:001-32442 Inuvo, Inc. (Exact name of registrant as specified in its charter) Nevada(State or other jurisdiction of 87-0450450(I.R.S. Employer incorporation or organization) 72201(Zip Code) 500 President Clinton Ave., Suite 300 Little Rock, AR(Address of principal executive offices) (501) 205-8508Registrant’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 Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2) has been subject to the filing requirements for at least the past 90 days.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 that theregistrant was required to submit and post 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 Rule 12b-2 of the Exchange Act. Large accelerated filer☐Accelerated filer☐Non-accelerated filer☒Smaller reporting company☒Emerging growth company☐ If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards pursuant to Section 13(a) of the Exchange Act:☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☒ Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date. TABLE OF CONTENTS Part I Item 1.Financial Statements.4Condensed Consolidated Balance Sheets4Condensed Consolidated Statements of Operations5Condensed Consolidated Statements of Stockholders’ Equity6Condensed Consolidated Statements of Cash Flows7Notes to Condensed Consolidated Financial Statements8Item 2.Management’s Discussion and Analysis of Financial Condition and Results of Operations.18Item 3.Quantitative and Qualitative Disclosures About Market Risk.22Item 4.Controls and Procedures.22 Part II Item 1.Legal Proceedings.24Item 1A.Risk Factors.24Item 2.Unregistered Sales of Equity Securities and Use of Proceeds.24Item 3.Defaults upon Senior Securities.24Item 4.Mine Safety and Disclosures.24Item 5.Other Information.24Item 6.Exhibits.25Signatures26 CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING INFORMATION This report contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the“Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). These forward-lookingstatements are subject to known and unknown risks, uncertainties and other factors which may cause actual results, performance orachievements to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “will,” “should,” “intend,”“expect,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “potential,” or “continue,” or the negative of such terms or othercomparable terminology. This report includes, among others, statements regarding our risks associated with: a decline in general economic conditions;decreased market demand for our products and services;customer revenue concentration;risks associated with customer collections;seasonality impacts on financial results and cash availability;dependence on advertising suppliers;the ability to acquire traffic in a profitable manner;failure to keep pace with technological changes;interruptions within our information technology infrastructure;dependence on key personnel;regulatory and legal uncertainties;failure to comply with privacy and data security laws and regulations;third party infringement claims;publishers who could fabricate fraudulent clicks;the ability to continue to meet the NYSE American listing standards;the impact of quarterly results on our common stock price;dilution to our stockholders upon the vesting of ou