Current Report Filing (8-k)
February 13 2017 - 3:34PM
Edgar (US Regulatory)
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) February 13,
2017
INUVO, INC.
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(Exact name of registrant as specified in its charter)
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Nevada
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001-32442
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87-0450450
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(State or other jurisdiction of incorporation)
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(Commission File Number)
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(IRS Employer Identification No.)
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500 President Clinton Ave., Ste. 300, Little Rock, AR
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72201
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(Address of principal executive offices)
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(Zip Code)
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Registrant's telephone number, including area code
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(501) 205-8508
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(Former name or former address, if changed since last
report)
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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):
☐
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
☐
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
☐
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
☐
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
ITEM
2.02. RESULTS
OF OPERATIONS AND FINANCIAL CONDITION.
On
February 13, 2017, Inuvo, Inc. issued an earnings release regarding
financial performance for Q4 and full year 2016 and held a
management conference call to discuss these results and the outlook
of the Company. Copies of the earnings release and the script of
the Company’s management for the conference call is being
furnished herewith as Exhibits 99.1 and 99.2
respectively.
The
information in this Current Report on Form8-K under this caption
and accompanying exhibits are 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.
The
Company made reference to non-GAAP financial information in the
conference call. A reconciliation of these non-GAAP financial
measures to the comparable GAAP financial measures is contained in
the press release announcing Q4 and full year 2016 financial
results.
ITEM
7.01 REGULATION
FD DISCLOSURE.
On
February 13, 2017, the Company held a management conference call to
discuss the Company's financial results for Q4 and full year 2016,
the outlook of the Company and certain other matters.
A
copy of the script for the conference call is attached as Exhibit
99.2 and is incorporated by reference into this Current Report on
Form8-K.
The
information in this Current Report on Form 8-K and accompanying
exhibit is being furnished 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.
Earnings Release
for Q4 and full year 2016.
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.
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INUVO,
INC.
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Date: February
13, 2017
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By:
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/s/
John
B. Pisaris
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John
B. Pisaris, General Counsel
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EXHIBIT INDEX
Earnings Release
for Q4 and full year 2016.
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