UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549

 
FORM 8-K
 
CURRENT REPORT
 
 
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 
 
Date of Report (Date of earliest event reported)     September 25, 2019
 

INUVO, INC.
(Exact name of registrant as specified in its charter)



Nevada
001-32442
87-0450450
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)



500 President Clinton Ave., Ste. 300, Little Rock, AR
72201
(Address of principal executive offices)
(Zip Code)


Registrant's telephone number, including area code
501-205-8508

not applicable
 (Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
  


Securities registered pursuant to Section 12(b) of the Act:




Title of each class
Trading Symbol(s)
Name of each exchange on which registered
common
 
NYSE American


Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o




 
ITEM 2.02           RESULTS OF OPERATIONS AND FINANCIAL CONDITION.
 
On September 25, 2019, Inuvo, Inc. issued a press release regarding financial performance of its artificial intelligence platform, the IntentKey™, including revenue from this platform for the first and second quarters of the year ending December 31, 2019. A copy of the press release as being furnished herewith as Exhibit 99.1.

The information in this Current Report on Form 8-K under this caption and accompanying exhibit is being furnished under Item 2.02 and shall not be deemed to be “filed” for the purposes of Section18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 (the “Securities Act”) or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 ITEM 7.01           REGULATION FD DISCLOSURE

As set forth in Item 2.02 of this report, on September 25, 2019 Inuvo, Inc. issued a press release regarding financial performance of its artificial intelligence platform, the IntentKey™, including revenue forecasts for this platform for the third and fourth quarters of the year ending December 31, 2019. A copy of the press release as being furnished herewith as Exhibit 99.1.

The information in this Current Report on Form 8-K under this caption and accompanying exhibit is being furnished under Item 7.01 and shall not be deemed to be “filed” for the purposes of Section18 of the Exchange Act, or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
 
ITEM 9.01           FINANCIAL STATEMENTS AND EXHIBITS

(d)           Exhibits.
 
 
 
 

Exhibit No.    Description

 
 
 
 
Incorporated by Reference
 
Filed or
Furnished
Herewith
No.
 
Exhibit Description
 
Form
 
Date Filed
 
Number
 
 
 
 
 
 
 
 
 
 
 
 
99.1
 
 
 
 
 
 
 
 
Furnished
SIGNATURES
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
INUVO, INC.
 
 
Date: September 25, 2019
By:
/s/ John B. Pisaris
 
 
         John B. Pisaris, General Counsel
 





EXHIBIT INDEX

 
 
 
 
Incorporated by Reference
 
Filed or
Furnished
Herewith
No.
 
Exhibit Description
 
Form
 
Date Filed
 
Number
 
 
 
 
 
 
 
 
 
 
 
 
99.1
 
Press release dated September 25, 2019
 
 
 
 
 
 
 
Furnished



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