EXHIBIT 10.1

[Certain personal information, including the Contractor's home address, personal telephone number, and bank account and routing numbers, has been redacted from this Exhibit pursuant to Item 601(a)(6) of Regulation S-K because such information is not material and is the type that the registrant customarily and actually treats as private or confidential.]

CONSULTING AGREEMENT

This Consulting Agreement (this "Agreement") is made and entered into this 16th day of August 2026, (the "Effective Date"), by and between Inuvo, Inc. with an office located at 500 President Clinton Avenue, Little Rock, AR 72201 ("INUVO"), and Wallace Ruiz, who resides at [Address Redacted] ("Contractor"). Each of INUVO and Contractor are referred to herein as a "Party", and, collectively, as the "Parties". INUVO desires to retain Contractor as an independent contractor to perform consulting services for INUVO and Contractor is willing to perform such services, on terms set forth more fully below. In consideration of the mutual promises contained herein, the parties agree as follows:

1. SERVICES. Contractor shall perform for INUVO those services described in Exhibit A, attached hereto and incorporated herein by reference (the "Services"). The Parties may delete, add or substitute Services by amending Exhibit A, provided that such amendment will be signed by both parties.

2. SUPERVISION. Contractor is authorized to perform the Services. Rob Buchner, CEO or such other party as designated by INUVO shall serve as the primary point of contact.

3. FEE.

a) INUVO will pay Contractor a fee on a semi-monthly basis to coincide with its regular payroll cycle for the performance of the Services as set forth on Exhibit A ("Fee"). The Fee will be paid by INUVO via bank wire to the account provided by Contractor.

b) Each party shall bear their own expenses that are incurred in connection with the performance of duties hereunder, except INUVO will reimburse Contractor for expenses incurred by Contractor for travel requested by CEO.

4. WORK PRODUCT AND INTELLECTUAL PROPERTY. All documents, work product, and other materials that are delivered under this Agreement and all other writings, technology, inventions, discoveries, processes, techniques, methods, ideas, concepts, research, proposals, and materials, and all other work product of any nature whatsoever, that are created, prepared, produced, authored, edited, modified, conceived, or reduced to practice in the course of performing the Services (collectively, "Work Product"), and all patents, copyrights, trademarks (together with the goodwill symbolized thereby), trade secrets, know-how, and other confidential or proprietary information, and other intellectual property rights (collectively "Intellectual Property Rights") therein, shall be owned exclusively by INUVO, Contractor acknowledges and agrees that such Work Product shall be deemed works made for hire for INUVO. To the extent any Work Product do not qualify as works made for hire, Contractor hereby irrevocably assigns to INUVO and its successors, for no additional consideration, all of its right, title, and interest in such Work Product and all Intellectual Property Rights therein. To the extent any copyrights are assigned under this Section 4, Contractor hereby irrevocably waives in favor of INUVO, to the extent permitted by applicable law, any and all claims Contractor may now or hereafter have in any jurisdiction to all rights of paternity or attribution, integrity, disclosure, and withdrawal and any other rights that may be known as "moral rights" in relation to all Work Product to which the assigned copyrights apply. As between Contractor and INUVO, INUVO is, and will remain, the sole and exclusive owner of all right, title, and interest in and to any documents, specifications, data, know-how, methodologies, software, and other materials provided to Contractor by INUVO ("INUVO Materials"), and all Intellectual Property Rights in the INUVO Materials. Notwithstanding the foregoing, Contractor retains the right to use its general knowledge, experience, skills, and know-how (including general concepts, frameworks, and expertise not uniquely derived from INUVO’s Confidential Information) in future engagements, provided that Contractor does not use or disclose INUVO’s Confidential Information or any Work Product in doing so.

5. CONFIDENTIALITY.

a) "Confidential Information" means any non-public, proprietary, or confidential information of INUVO, its affiliates, supplier and customers, whether disclosed before or after the Effective Date, including without limitation business plans, strategies, financial information, forecasts, pricing, customer and supplier information, advertising information and data, technical data, trade secrets, product plans, products, services, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering information, hardware and system configurations, marketing information, and other business information disclosed to Contractor by INUVO, whether disclosed orally, visually, electronically, or in writing. Any Work Product expressly prepared in writing for INUVO shall be deemed Confidential Information.

b) Contractor shall hold all Confidential Information in the strictest confidence and shall not, during or after the term of this Agreement, directly or indirectly use or disclose any Confidential Information for any purpose other than performing the Services for INUVO. Contractor shall take all reasonable measures to protect the confidentiality of Confidential Information, which measures shall be no less than those used to protect Contractor’s own confidential information of a similar nature.

c) Confidential Information does not include information that Contractor can demonstrate by written records:

(i) is or becomes publicly available through no wrongful act or omission of Contractor or breach of this Agreement; or

(iii) is rightfully received from a third party without restriction on disclosure

d) Nothing herein shall be used to prevent disclosure of Confidential Information as may be required by applicable law or regulation, or pursuant to the valid order of a court of competent jurisdiction or an authorized government agency, provided that the disclosure does not exceed the extent of disclosure required by such law, regulation, or order, or prohibit or restrict Contractor (or Contractor’s attorney) from initiating communications directly with, responding to an inquiry from, providing testimony before, or otherwise participating in any investigation or proceeding conducted by the Securities and Exchange Commission (SEC), The Financial Industry Regulatory Authority (FINRA), any other self-regulatory organization, or any other federal or state regulatory authority regarding possible securities law violations without the need for permission from or notice to INUVO.

e) Contractor acknowledges that INUVO may receive confidential or proprietary information from third parties subject to a duty of confidentiality. Contractor agrees to protect such information to the same extent as INUVO’s Confidential Information.

f) Upon termination of this Agreement or upon INUVO’s request, Contractor shall promptly return or destroy (at INUVO’s option) all Confidential Information and all materials containing or reflecting Confidential Information and certify such destruction in writing if requested.

g) The obligations set forth in this Section 5 shall survive termination or expiration of this Agreement for five (5) years.

6. INDEMNIFICATION/RELEASE.

a) Each Party (the "Indemnifying Party") shall indemnify, defend, and hold harmless the other Party and its respective officers, directors, employees, and agents from and against any third-party claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of bodily injury, death, or tangible property damage to the extent caused by the Indemnifying Party’s negligence or willful misconduct in connection with the performance of this Agreement.

b) Contractor represents and warrants that Contractor has full right, power, and authority to provide the Services. Contractor shall indemnify INUVO solely for third-party claims alleging that Work Product expressly prepared by Contractor, and used by INUVO as delivered, knowingly infringed a third party’s intellectual property rights. Contractor shall have no indemnification obligation to the extent any claim arises from (i) materials or information provided by INUVO, (ii) modifications made by INUVO or third parties, or (iii) use of Work Product outside their intended internal advisory purpose. If any Work Product becomes, or in INUVO’s reasonable opinion is likely to become, subject to a claim of infringement, Contractor shall, at its reasonable expense, subject to Section 11 and as INUVO’s exclusive election:

(i) procure for INUVO the right to continue using the Work Product; or

(ii) replace or modify the Work Product so that it becomes non-infringing while maintaining substantially equivalent advisory purpose.

c) Contractor shall be solely responsible for any equipment, tools, or facilities used by Contractor in connection with the Services and shall indemnify and hold harmless INUVO from any claims arising from such use, except to the extent caused by INUVO’s gross negligence or willful misconduct.

7. TERM AND TERMINATION. The term of this Agreement shall be as set forth on Exhibit A. Contractor will be bound by the obligations contained in Contractor’s Confidentiality and Noncompetition agreements during the term of this agreement.

8. ASSIGNMENT. Contractor acknowledges that the consulting services to be performed hereunder are of a special and unique nature. Neither this Agreement nor any right granted hereunder or interest herein may be assigned by Contractor without the express written consent of INUVO. Any such attempted assignment will be void. Contractor may use its employees or its independent contractors to perform the Services hereunder, by identifying those employees or independent contractors and receiving the express written approval of INUVO. Contractor’s employees or independent contractors that will be performing the Services will be identified in Exhibit A. Any change to employees or independent contractors performing the Services must be expressly approved by INUVO in writing.

9. INDEPENDENT CONTRACTOR. Nothing in this Agreement will in any way be construed to constitute Contractor as an agent, partner, associate, joint venture partner, employee or representative of INUVO, but Contractor will perform the Services hereunder as an independent contractor. Contractor agrees to indemnify INUVO and hold it harmless solely to the extent arising from Contractor’s breach of this Agreement.

10. EQUITABLE RELIEF. Each Party agrees that a breach of Sections 4 or 5 involving intentional misuse or disclosure of Confidential Information may cause irreparable harm for which injunctive relief may be appropriate.

11. LIMITATION OF LIABILITY. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE TO THE OTHER FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES (INCLUDING LOST PROFITS, LOSS OF BUSINESS, OR LOSS OF DATA), WHETHER ARISING IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

a) The limitations set forth in this Section 11 shall not apply to a Party’s gross negligence or willful misconduct.

b) The Parties acknowledge that the limitations of liability in this Agreement are a material part of the bargain and reflect a fair allocation of risk between the Parties.

c) Except for a Party’s willful misconduct, each Party’s total aggregate liability under this Agreement shall not exceed the total fees paid to Contractor under this Agreement.

12. REPRESENTATIONS. Contractor agrees to execute any proper oath or verify any proper document required to carry out the terms of this Agreement. Contractor represents that its performance of all the terms of this Agreement will not breach any agreement to keep in confidence proprietary information acquired by Contractor in confidence or in trust prior to this Agreement. Contractor has not entered into, and agrees that it will not enter into, any oral or written agreement in conflict herewith. Contractor shall perform the Services in a professional manner and will utilize the highest degree of skill and expertise in order to professionally accomplish the consulting tasks in a timely fashion.

13. SOLICITATION OF EMPLOYEES AND CONTRACTORS. Contractor agrees that for a period the greater of eighteen (18) months or that period contained in his Noncompete Agreement, immediately following the termination of this Agreement for any reason, whether with or without cause, Contractor will not either directly or indirectly solicit, induce, recruit or encourage any of INUVO’s employees, consultants or contractors to leave their employment, or take away such employees or contractors, or attempt to solicit, induce, recruit, encourage or take away employees or contractors of INUVO, either for itself or for any other person or entity without INUVO’s consent.

14. INSURANCE. During the Term, the Company shall maintain adequate insurance coverage under its applicable insurance policies and shall include Contractor as an insured under such policies. Such insurance shall be maintained in amounts and with coverage reasonably sufficient to protect Company and its affiliates, and each of their respective officers, directors, agents, employees, contractors, subsidiaries, partners, members, controlling persons, successors, and assigns, from loses, claims, liabilities, damages, or expenses arising out of or relating to Contractor’s performance of services on behalf of Company, to the extent covered by such policies.

15. NON-DISPARAGEMENT. Contractor and Company mutually agree and covenant that neither party will at any time make, publish, or communicate to any person or entity, or in any public forum, any defamatory or disparaging remarks, comments, or statements concerning the other party or, in the case of the Company, Contractor, and in the case of Contractor, Company, its business, or any of its employees, officers, directors, or affiliates. This Section 15 does not restrict or impede either party from exercising any legally protected rights that cannot be waived by agreement, providing truthful information in connection with any legal, regulatory, or governmental proceeding, or complying with any applicable law, regulation, subpoena, or valid order of a court of competent jurisdiction or authorized government agency, provided that such disclosure or compliance does not exceed what is legally required.

16. TECHNOLOGY AND ACCESS. Contractor agrees that any computers, computer files, e-mail and/or internet system, and software furnished to Contractor are INVUO’s property and are intended for use in performing the Services. To the extent Contractor uses any password or passcode (including facial recognition or other biometric access) for any equipment or systems as part of performing the Services, Contractor agrees to provide such passwords, passcodes, or access to any systems, files, or equipment at the request of INUVO during the Term or after termination of this Agreement. Contractor further understands and agrees that any INUVO-provided equipment or systems may be monitored, and Contractor does not have a reasonable expectation of privacy in any INUVO system or program, including but not limited to email or internet usage. All use of INUVO’s equipment and systems must be in accordance with INUVO’s policies and applicable law. Upon termination of this Agreement, Contractor has no rights to any INUVO-issued electronic devices, documents, emails, contact information, electronic files, programs, or any other electronic media that is the property of INUVO, whether contained on INUVO’s systems or not.

17. MODIFICATION. This Agreement cannot be amended, changed, modified, or discharged except by an agreement in writing signed by both INUVO and Contractor.

18. WAIVER OF BREACH. Failure to insist upon strict compliance with any of the terms, promises or conditions of this Agreement will not be deemed a waiver of such term, promise or condition, nor will any waiver or relinquishment of any right or power hereunder at any one or more times be deemed a waiver or relinquishment of such right or power, unless so specifically stated.

19. SEVERABILITY. The invalidity or unenforceability of any provisions hereof will in no way affect the validity or enforceability of any other provision. If any provision of this Agreement is held by a court of competent jurisdiction to be contrary to law, the remaining provisions of this Agreement will remain in full force and effect; provided, however, that a court having jurisdiction may revise such provision to the extent necessary to make such provision valid and enforceable.

20. SUCCESSORS AND ASSIGNS. This Agreement will inure to the benefit of and be binding upon each party’s successors and assigns.

21. GOVERNING LAW. This Agreement is governed by the laws of the State of Arkansas without reference to conflict of laws principles.

22. NOTICES. All notices under this Agreement will be made to –

To INUVO –

500 President Clinton Ave

Suite 300

Little Rock, AR 72201

Attn: Rob Buchner

501-205-8508

To Contractor –

[Address and personal telephone number redacted]

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written.

EXHIBIT A

1. Services to be Performed by Contractor (the "Services"):

Contractor will provide strategic and financial advisory services to management. The services may entail any one or more of the following:

a) Assisting with quarterly and yearly financial reporting.

b) Assisting with SEC filings, budgeting, audit coordination, compliance with SOX or other regulations.

c) Mentoring interim staff and providing on-demand advice for key financial decisions.

d) Interviewing suitable CFO candidates.

e) Providing strategic support for any Capital Raising activities.

2. Fee:

Contractor shall be compensated at a monthly fee of US $62,500 starting in September.

INUVO paid COBRA throughout the Term.

INUVO paid life insurance premium throughout the Term.

3. Bank Wire Instructions:

[Bank account and routing information redacted]

4. Term:

The Term commences on the Effective Date and terminates on December 31st, 2026.

EXHIBIT 10.2

Exhibit A

[Certain personal information, including the Executive's home address and personal email address, has been redacted from this Exhibit pursuant to Item 601(a)(6) of Regulation S-K because such information is not material and is the type that the registrant customarily and actually treats as private or confidential.]

INUVO, INC.

EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT is made this 10th, day of August 2026 ("Agreement") between Inuvo, Inc. ("Inuvo" or the "Company"), a Nevada corporation, and Derric Ciccone ("Executive").

Recitals

Inuvo, Inc. wishes to employ Executive on the terms and conditions set forth in this Agreement.

Statement of Agreement

In consideration of the foregoing, and of Executive’s employment, the parties agree as follows:

1) Employment.

Effective August 17th, 2026. Executive’s employment with Inuvo Inc. shall commence and be upon the terms and conditions hereinafter set forth (the "Effective Time").

2) Duties.

(a) Executive shall serve as the President & Chief Financial Officer of the Company, reporting to the Chief Executive Officer (CEO), and shall perform such duties and responsibilities consistent with Executive’s titles, status and position as the President & Chief Financial Officer as the CEO may, from time to time, prescribe. Executive shall have the authority and responsibilities customarily associated with the positions of President and Chief Financial Officer, including responsibility for the Company’s finance, accounting, treasury, investor relations, capital markets and corporate development functions, and shall have direct and regular access to the Board of Directors and the Audit Committee as reasonably appropriate to the performance of his duties.

(b) So long as employed under this Agreement, Executive agrees to devote his full-time business efforts to the Company and to competently, diligently and effectively discharge his duties hereunder. Notwithstanding the foregoing, Executive may continue to engage in the activities identified on Schedule A attached hereto (the ‘Permitted Activities’) and may engage in passive investments and other personal, charitable, board, advisory or similar activities with the Company’s prior written consent, not to be unreasonably withheld, in each case so long as such activities do not materially interfere with Executive’s duties to the Company, create an actual conflict of interest, compete with the Company or involve the use or disclosure of the Company’s confidential information. The Permitted Activities shall not constitute a breach of Executive’s obligations under this Agreement or any other agreement with the Company. Executive further agrees to comply fully with all reasonable policies of the Company as are from time to time in effect.

(c) Executive shall be based in the United States. The Executive shall not be required to relocate. As part of his duties, Executive is expected to spend time at the Company’s offices in both Little Rock, AR and San Jose, CA.

3. Compensation.

(a) As full compensation for all services rendered to the Company pursuant to this Agreement, in whatever capacity rendered, (i) the Company will pay to Executive during the term hereof a minimum base salary at the rate of $375,000 per year (the "Basic Salary"), payable in accordance with the usual payroll practices of the Company. The Basic Salary thereafter may be increased, but not decreased, from time to time, in connection with reviews of Executive’s performance pursuant to the same review process employed for the Company’s other executive officers. Beginning in March 2027, following completion of the Company’s fiscal year 2026 results, and annually thereafter, the Compensation Committee shall review Executive’s Basic Salary, annual target opportunity and equity compensation, including whether an additional equity award is appropriate, taking into account the Company’s performance, Executive’s performance and evolving responsibilities, shareholder value creation and market compensation.

(b) At the Effective Time, Executive shall be granted Restricted Stock Units covering 150,000 shares of Inuvo Common Stock (the "RSUs"). The RSUs shall vest one-third (1/3) on each of the first, second and third anniversaries of the Effective Time, subject to Executive’s continued employment with the Company, except as otherwise provided in this Agreement. If a Change in Control occurs during Executive’s employment with the Company, all then-unvested RSUs shall immediately vest.

(c) Executive shall be eligible to earn annual incentive compensation with an annual target opportunity of $125,000, or such greater amount as may be approved from time to time, with the opportunity to earn above target based on performance. Executive’s annual target opportunity shall not be reduced below $125,000 without Executive’s written consent. The actual amount shall be determined by the Compensation Committee of the Board of Directors based upon achievement of corporate and individual performance metrics agreed upon by Executive and the Chief Executive Officer and approved by the Compensation Committee. Such metrics shall be established within a reasonable period following the beginning of each fiscal year, and the Compensation Committee shall determine achievement reasonably and in good faith.

Any annual incentive compensation earned for a completed fiscal year shall remain payable notwithstanding Executive’s subsequent termination of employment before the payment date. If Executive’s employment is terminated by the Company without Cause or by Executive for Good Reason during a fiscal year, Executive shall also be eligible to receive a prorated annual incentive compensation payment for such fiscal year, based on actual performance through the Termination Date where reasonably determinable and otherwise based on target performance. Any such payment shall be made when annual incentive compensation is paid to the Company’s other senior executives.

Any annual incentive compensation payable for fiscal year 2026 will be prorated based on the number of days that you are employed by the Company during the year.

(d) As an inducement to Executive to enter into this Agreement and commence employment with the Company, at the Effective Time Executive shall receive a sign-on bonus of one hundred thousand dollars ($100,000) payable as twenty-five thousand dollars ($25,000) on the first scheduled payroll date after Effective Time and seventy-five thousand dollars ($75,000) on the first scheduled payroll date in April 2027. The Executive acknowledges and agrees that the sign-on bonus is conditioned upon Executive’s continued employment with the Company through the first anniversary of the Effective Time. Accordingly, if, prior to the first anniversary of the Effective Time, (i) Executive voluntarily terminates his employment for any reason other than Good Reason (as defined herein), or (ii) the Company terminates Executive’s employment for Cause, Executive shall repay the gross amount of the sign-on bonus actually paid to Executive within thirty (30) days after the effective date of such termination.

4. Business Expenses.

The Company shall promptly pay directly, or reimburse Executive for, all business expenses to the extent such expenses are paid or incurred by Executive during the term of employment in accordance with Company policy in effect from time to time and to the extent such expenses are reasonable and necessary to the conduct by Executive of the Company’s business and properly substantiated.

5. Benefits.

During the term of this Agreement and Executive’s employment hereunder, the Company shall provide to Executive such insurance, vacation, sick leave and other like benefits as are provided to other executive officers of the Company from time to time, including premium payments on a $1 million term life insurance policy. Executive will use his reasonable best efforts to schedule vacation periods to minimize disruption of the Company’s business.

6. Term: Termination.

(a) The Company shall employ the Executive, and the Executive accepts such employment, for an initial term commencing on the date of this Agreement and ending on the first anniversary of the date of this Agreement. Thereafter, this Agreement shall be extended automatically for additional twelve-month periods, unless terminated as described herein. Executive’s employment may be terminated at any time as provided in this Section 6. For purposes of this Section 6, "Termination Date" shall mean the date on which a ‘separation from service’ occurs, as defined in Treasury Regulation Section 1.409A-1(h).

(b) The Company may terminate Executive’s employment without Cause (as defined below) upon giving 30 days’ advance written notice to Executive. If Executive’s employment is terminated without Cause under this Section 6(b), the Executive shall be entitled to receive (A) the earned but unpaid portion of Executive’s Basic Salary through the Termination Date (for purposes of subsections (A) and (B) of this Section 6(b), Executive’s Basic Salary will mean the largest among the following: Executive’s Basic Salary immediately prior to Executive’s Termination Date, or any reduction of Executive’s base salary described in the first clause of subsection 6(e)(iii) in the definition of Good Reason); (B) over a period of twelve (12) months following the Termination Date (the "Severance Period"), an amount equal to the Executive’s annual Basic Salary at the time of the Termination Date, (C) the incentive compensation earned in accordance with Section 3(c) as of the Termination Date, if any, as determined by the Compensation Committee of the Board of Directors, (D) any other amounts or benefits owing to Executive under the then applicable employee benefit which shall be paid or treated in accordance with Section 3 hereof; (E) the portion of the then-unvested RSUs that would have vested during the twelve (12) months immediately following the Termination Date shall immediately vest, subject to Executive’s execution and non-revocation of the Release required under Section 6(j) and (F) for twelve (12) months following the Termination Date, continued coverage under, or reimbursement of the premiums necessary to maintain, Executive’s and his eligible dependents’ health benefits available under Consolidated Omnibus Budget Reconciliation Act (COBRA) as well as life and disability benefits subscribed to by Executive prior to his Termination Date.

(c) The Company may terminate Executive’s employment upon a good-faith determination by a majority of the Board of Directors that ‘Cause’ exists for Executive’s termination and the Company serves written notice of such termination upon Executive. As used in this Agreement, the term "Cause" shall refer only to any one or more of the following grounds:

(i) commission of a material and substantive act of theft, including, but not limited to, misappropriation of funds or any property of the Company;

(ii) Executive’s intentional misconduct that causes material and demonstrable harm to the business or reputation of the Company;

(iii) refusal to perform his assigned duties and responsibilities (so long as the Company does not assign any duties or responsibilities which would give the Executive Good Reason to terminate his employment as described in Section 6(e)) after receipt by Executive of written detailed notice and reasonable opportunity to cure;

(iv) Executive’s willful and continued refusal, after receipt of written notice and a reasonable opportunity to cure, to comply with a lawful and reasonable written directive of the Board or the CEO that is consistent with Executive’s duties and does not give Executive Good Reason to terminate his employment under Section 6(e);

(v) Executive’s material breach of this Agreement or any other material written agreement with the Company, or Executive’s willful material violation of a written Company policy generally applicable to the Company’s executive officers, in each case following thirty (30) days’ written notice specifying the breach or violation and Executive’s failure to cure such breach or violation within such thirty-day period;

(vi) Executive’s substantial dependence, as determined by the Board of Directors of the Company, on alcohol or any narcotic drug or other controlled or illegal substance which materially and substantially prevents Executive from performing his duties hereunder;

(vii) the final and unappealable conviction of Executive of a crime which is a felony or a misdemeanor involving an act of moral turpitude, or a misdemeanor committed in connection with his employment by the Company, which causes the Company a substantial detriment; and

(viii) Executive’s abandonment of employment, meaning Executive’s failure to perform his duties or communicate with the Company for five (5) consecutive business days without reasonable justification following written notice from the Company.

In the event of a termination under this Section 6(c), the Company will pay Executive the earned but unpaid portion of Executive’s Basic Salary through the Termination Date. If any determination of substantial dependence under Section 6(c)(vi) is disputed by the Executive, the parties hereto agree to abide by the decision of a panel of three physicians appointed in the manner as specified in Section 6(d) of this Agreement.

(d) Executive’s employment shall terminate upon the death or permanent disability of Executive. For purposes hereof, "permanent disability," shall mean the inability of the Executive, as determined by the Board of Directors of the Company, by reason of physical or mental illness to perform the duties required of him under this Agreement for more than 120 days in any 360-day period. Upon determination by the Board of Directors of the Company that Executive’s employment shall be terminated under this Section 6(d), the Board of Directors shall give Executive 30 days’ prior written notice of the termination. If Executive disputes a determination of the Board of Directors under this Section 6(d), the parties agree to abide by the decision of a panel of three physicians. The Company will select a physician; Executive will select a physician and the physicians selected by the Company and Executive will select a third physician. The Executive agrees to make himself available for and submit to examinations by such physicians as may be directed by the Company. Failure to submit to any examination shall constitute a breach of a material part of this Agreement. In the event of termination due to death or permanent disability, the Company will pay Executive, or his legal representative, (i) the earned but unpaid portion of Executive’s Basic Salary through the Termination Date; (ii) the earned but unpaid portion of any vested incentive compensation under and consistent with plans adopted by the Company prior to the Termination Date; and (iii) over a period of twelve (12) months following the Termination Date an amount equal to twenty percent (20%) of his Basic Salary at the time of the Termination Date for each year of employment with the Company capped at one hundred percent (100%) of Basic Salary which shall be paid or treated in accordance with Section 3 hereof and otherwise in accordance with the terms of such plans and programs; provided, however, that if the Company determines that any amounts to be paid to Executive hereunder are subject to Section 409A of the Internal Revenue Code of 1986, as amended (the "Code"), then the Company shall in good faith adjust the form or timing of such payments as it reasonably determines to be necessary or advisable to be in compliance with Section 409A.

(e) The Executive may terminate his employment for Good Reason (as defined below) upon giving thirty (30) days’ advance written notice to the Company; provided, however, that such notice is given within ninety (90) days of the event that constitutes Good Reason and the Company has not cured the condition within thirty (30) days after receipt of such notice. If Executive terminates his employment for Good Reason under this Section 6(e), Executive shall be entitled to receive (A) the earned but unpaid portion of Executive’s Basic Salary through the Termination Date (for purposes of subsections (A) and (B) of this Section 6(e), Executive’s Basic Salary will mean the largest among the following: Executive’s Basic Salary immediately prior to Executive’s Termination Date, or any reduction of Executive’s base salary described in the first clause of subsection 6(e)(iii) in the definition of Good Reason); (B) over a period of twelve (12) months following the Termination Date (the "Severance Period"), an amount equal to the Executive’s annual Basic Salary at the time of the Termination Date, (C) the incentive compensation earned in accordance with Section 3(c) as of the Termination Date, if any, as determined by the Compensation Committee of the Board of Directors, (D) any other amounts or benefits owing to Executive under the then applicable employee benefit which shall be paid or treated in accordance with Section 3 hereof; (E) the portion of the then-unvested RSUs that would have vested during the twelve (12) months immediately following the Termination Date shall immediately vest, subject to Executive’s execution and non-revocation of the Release required under Section 6(j) and (F) for twelve (12) months following the Termination Date, continued coverage under, or reimbursement of the premiums necessary to maintain, Executive’s and his eligible dependents’ health benefits available under Consolidated Omnibus Budget Reconciliation Act (COBRA) as well as life and disability benefits subscribed to by Executive prior to his Termination Date; provided that such obligation shall end with respect to any benefit when Executive becomes eligible for substantially comparable coverage from a subsequent employer.

As used in this Agreement, the term "Good Reason" means any one or more of the following grounds:

(i) a change in Executive’s title(s), status, position or responsibilities without Executive’s written consent, which does not represent a promotion from his existing status, position or responsibilities, despite Executive’s written notice to the Company of his objection to such change and the Company’s failure to address such notice in a reasonable fashion within 30 days of such notice, provided, however, that a change in title or reporting nomenclature resulting solely from a Change in Control (as defined in Section 6(h)) or the Company becoming part of a larger organization shall not, by itself, constitute Good Reason, so long as there is no material adverse reduction in Executive’s authority, duties, responsibilities, reporting relationship or compensation. Any such material adverse reduction shall constitute Good Reason notwithstanding a Change in Control;

(ii) the assignment to Executive of any duties or responsibilities which are inconsistent with his status, position or responsibilities as set forth in Section 2 hereof, despite Executive’s written notice to the Company of his objection to such change and the Company’s failure to address such notice in a reasonable fashion within 30 days of such notice;

(iii) if there is a reduction in Executive’s Basic Salary, except where such reduction is part of a proportionate reduction applicable to similarly situated executives and is implemented due to the Company’s documented financial difficulties; or

(iv) a breach by the Company of any material term or provision of this Agreement.

(f) The Executive may terminate his employment for any reason (other than Good Reason) upon giving 30 days’ advance written notice to the Company. If Executive’s employment is terminated under this Section 6(f), the Company will pay Executive the earned but unpaid portion of Executive’s Basic Salary through the Termination Date and any other amounts or benefits owing to Executive under the then applicable employee benefit, long term incentive or equity plans and programs of the Company, which shall be paid or treated in accordance with Section 3 hereof and otherwise in accordance with the terms of such plans and programs incentive compensation under and consistent with plans adopted by the Company prior to the Termination Date.

(g) In the event of the Executive’s death during the Severance Period, payments of Basic Salary under this paragraph 6 and payments under the Company’s employee benefit plan(s) shall continue to be made in accordance with their terms during the remainder of the Severance Period to the beneficiary designated in writing for such purpose by the Executive or, if no such beneficiary is specifically designated, to the Executive’s estate.

(h) As used in this Agreement, the term "Change in Control" shall mean the occurrence of any one of the following events:

(i) any Person is or becomes the Beneficial Owner, directly or indirectly, of securities of the Company representing more than thirty-five percent (35%) of the combined voting power of the Company’s outstanding voting securities, excluding securities acquired directly from the Company;

(ii) the incumbent members of the Board cease to constitute a majority of the Board, excluding changes resulting solely from the election or appointment of directors approved by at least two-thirds of the incumbent directors;

(iii) the consummation of a merger, consolidation or similar transaction in which the Company’s stockholders immediately prior to the transaction own less than fifty percent (50%) of the voting power of the surviving entity immediately following the transaction; or

(iv) the consummation of a sale, lease or other disposition of all or substantially all of the Company’s assets, or the approval of a plan of complete liquidation or dissolution.

Notwithstanding the foregoing, to the extent required for compliance with Section 409A of the Internal Revenue Code, the term "Change in Control" shall mean a "change in control event" within the meaning of Treasury Regulation Section 1.409A-3(i)(5).

For purposes of this Section 6, the following terms shall have the following meanings:

(i) "Affiliate" shall mean an affiliate of the Company, as defined in Rule 12b-2 promulgated under Section 12 of the Securities Exchange Act of 1934, as amended from time to time (the "Exchange Act");

(ii) "Beneficial Owner" shall have the meaning set forth in Rule 13d-3 under the Exchange Act;

(iii) "Person" shall have the meaning set forth in Section 3(a)(9) of the Exchange Act, as modified and used in Sections 13(d) and 14(d) thereof, except that such term shall not include (1) the Company, (2) a trustee or other fiduciary holding securities under an employee benefit plan of the Company, (3) an underwriter temporarily holding securities pursuant to an offering of such securities or (4) a corporation owned, directly or indirectly, by the stockholders of the Company in substantially the same proportions as their ownership of shares of Common Stock of the Company.

(i) Notwithstanding any provision in this Section 6 to the contrary, any payment that is required by this Section 6 to be paid in installments (including, but not limited to, Base Salary continuation under Section 6(b)) shall be paid in two payment streams. The first payment stream will begin as soon as practicable after the Termination Date and end upon the earlier of (i) the date Executive has been paid an amount equal to the lesser of two times the dollar limit prescribed in Section 401(a)(17) of the Code or (ii) the last day of the installment period. The second payment stream will be equal to the amount, if any, payable to Executive during the installment period that was not paid in the first payment stream. This amount will commence as soon as practicable after the day that is six months after the Termination Date and end on the last day of the installment period. All other amounts payable to Executive will be paid in accordance with the applicable provision of this Section 6; provided, however, that if Executive is a "specified employee" as defined in Section 409A of the Code and the Company determines that any amounts to be paid to Executive hereunder are subject to Section 409A of the Code, then the Company shall not commence payment of such amounts until the earlier of (a) the date that is six months after the Executive’s Termination Date or (b) the date of the Executive’s death. Any amount that otherwise would have been payable but for the delay described above shall be aggregated and paid with the first payment under this Section 6(i).

(j) Release of Claims. Notwithstanding anything herein to the contrary, Executive’s right to receive any severance payments or benefits under Sections 6(b) or 6(e), other than accrued obligations required by law or expressly provided herein, shall be conditioned upon Executive’s timely execution, delivery, and non-revocation of a general release and waiver of claims in favor of the Company and its affiliates in a form reasonably acceptable to the Company (the "Release"). The Release must become effective within sixty (60) days following the Termination Date. If the Release does not become effective within such period, Executive shall forfeit any right to receive severance payments and benefits under Sections 6(b) or 6(e). Subject to Section 409A of the Code, any severance payments that would otherwise have been paid prior to the effective date of the Release shall be accumulated and paid in a lump sum on the first payroll date following the date the Release becomes effective, with the remaining severance payments made in accordance with the normal payroll schedule.

7. Indemnity.

(a) Subject only to the exclusions set forth in Section 7(b) hereof, the Company shall indemnify and hold harmless Executive to the fullest extent permitted by applicable Nevada law and the Company’s organizational documents against any and all expenses (including attorneys’ fees), judgments, fines and amounts paid in settlement actually and reasonably incurred by Executive in connection with any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative, investigative or otherwise, including an action by or in the right of the Company, to which Executive is, was or at any time becomes a party, or is threatened to be made a party, by reason of the fact that Executive is or was a director, officer, employee or agent of the Company, or served at the request of the Company in any such capacity for another entity.

(b) The Company hereof shall not indemnify Executive pursuant to Section 7(a):

(i) Intentionally deleted;

(ii) in respect to remuneration paid to Executive if it shall be determined by a final judgment or other final adjudication that such remuneration was in violation of law;

(iii) on account of any suit in which judgment is rendered against Executive for an accounting of profits made from the purchase or sale by Executive of securities of the Company pursuant to the provisions of Section 16(b) of the Exchange Act and amendments thereto or similar provisions of any federal, state or local statutory law;

(iv) Intentionally deleted;

(v) in respect of any action initiated by Executive against the Company concerning this Agreement or Executive’s employment, other than a claim to enforce Executive’s indemnification or advancement rights, a compulsory counterclaim, or a defensive claim or proceeding reasonably necessary to protect Executive’s rights;

(vi) on account of Executive’s act or omission being finally adjudged to involve willful misconduct or fraud; or

(vii) if a final decision by a Court having jurisdiction in the matter shall determine that such indemnification is not lawful.

(c) All agreements and obligations of the Company contained herein shall continue during the period Executive is a director, officer, employee or agent of the Company (or is or was serving at the request of the Company as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise) and shall continue hereafter so long as Executive shall be subject to any possible claim or threatened, pending or completed action, suit or proceeding, whether civil, criminal or investigative, by reason of the fact that Executive was an officer or director of the Company or serving in any other capacity referred to herein.

(d) Promptly after receipt by Executive of notice of the commencement of any action, suit or proceeding, Executive will, if a claim in respect thereof is to be made against the Company under this Section 7, notify the Company of the commencement thereof; but the omission so to notify the Company will not relieve it from any liability which it may have to Executive otherwise than under this Section 7. With respect to any such action, suit or proceeding as to which Executive notifies the Company under this Section 7(d):

(i) The Company will be entitled to participate therein at its own expense.

(ii) Executive shall have the right to employ separate counsel in such action, suit or proceeding, and the reasonable fees and expenses of such counsel shall be paid by the Company, if (A) the employment of separate counsel has been authorized by the Company, (B) the Company has not employed counsel to assume the defense, or (C) Executive reasonably determines, upon advice of counsel, that an actual conflict of interest exists between Executive and the Company or another person represented by counsel selected by the Company.

(iii) The Company shall not be liable to indemnify Executive under this Agreement for any amounts paid in settlement of any action or claim effected without its written consent. The Company shall not settle in any manner that would impose any penalty or limitation on Executive without Executive’s written consent. Neither the Company nor Executive will unreasonably withhold their consent to any proposed settlement.

(e) The Company shall advance to Executive all reasonable expenses, including attorneys’ fees, incurred by Executive in defending or responding to any action, suit, proceeding or investigation for which Executive may be entitled to indemnification under this Section 7, promptly following receipt of reasonable supporting documentation. Executive shall provide an undertaking to repay such amounts if and only to the extent it is ultimately determined by a final, nonappealable adjudication that Executive is not entitled to indemnification under applicable law.

(f) During Executive’s employment, Executive shall be covered under the Company’s directors’ and officers’ liability insurance policies on terms no less favorable than those applicable to the Company’s other executive officers. Following the Executive’s termination of employment, Executive shall continue to be covered with respect to acts or omissions occurring during Executive’s service to the Company on terms no less favorable than those applicable to the Company’s other former executive officers. In connection with any Change in Control, the Company shall use commercially reasonable efforts to maintain or obtain appropriate directors’ and officers’ liability insurance coverage, including applicable tail or runoff coverage, for Executive with respect to acts or omissions occurring prior to the Change in Control.

8. Clawback Provisions. Notwithstanding any other provisions in this Agreement to the contrary, any incentive-based compensation, or any other compensation, paid to the Executive pursuant to this Agreement or any other agreement or arrangement with the Company which is subject to recovery under any law, government regulation or stock exchange listing requirement, will be subject to such deductions and clawback as may be required to be made pursuant to such law, government regulation or stock exchange listing requirement (or any policy adopted by the Company pursuant to any such law, government regulation or stock exchange listing requirement).

9. Assignment. This Agreement is personal to Executive and Executive may not assign or delegate any of his rights or obligations hereunder. Subject to the foregoing, this Agreement shall be binding upon and inure to the benefit of the respective parties hereto, their heirs, executors, administrators, successors and assigns.

10. Waiver. Neither any failure nor any delay by any party in exercising any right, power or privilege under this Agreement or any of the documents referred to in this Agreement will operate as a waiver of such right, power or privilege, and no single or partial exercise of any such right, power or privilege will preclude any other or further exercise of such right, power or privilege or the exercise of any other right, power or privilege. To the maximum extent permitted by applicable law, (a) no claim or right arising out of this Agreement or any of the documents referred to in this Agreement can be discharged by one party, in whole or in part, by a waiver or renunciation of the claim or right unless in a written document signed by the other party, (b) no waiver that may be given by a party will be applicable except in the specific instance for which it is given, and (c) no notice to or demand on one party will be deemed to be a waiver of any obligation of that party or of the right of the party giving such notice or demand to take further action without notice or demand as provided in this Agreement or the documents referred to in this Agreement.

11. Notices. Any and all notices required or permitted to be given under this Agreement will be sufficient and deemed effective three (3) days following electronic mail delivery to Executive at:

[Address and personal email address redacted]

and to the Company at:

Inuvo, Inc.

500 President Clinton Ave.

Suite 300

Little Rock, AR 72201

Attention: Rob Buchner

12. Governing Law. This Agreement shall be interpreted, construed and governed according to the laws of the State of Arkansas without regard to its conflicts of laws principles.

13. Amendment. This Agreement may be amended in any and every respect only by agreement in writing executed by both parties hereto.

14. Section Headings. Section headings contained in this Agreement are for convenience only and shall not be considered in construing any provision hereof.

15. Entire Agreement. This Agreement, together with the Employee Confidentiality and Inventions Agreement, the Restricted Stock Unit Grant Agreement, the Inuvo, Inc. 2025 Omnibus Incentive Plan and Schedule A attached hereto, contains the entire understanding of the parties with respect to Executive’s employment and supersedes all prior written or oral agreements and understandings concerning such employment. In the event of any conflict or inconsistency among such documents, this Agreement shall control with respect to Executive’s compensation, annual incentive compensation, severance, termination rights, Cause, Good Reason, Change in Control, RSU vesting, acceleration and forfeiture, and the Permitted Activities described in Schedule A. Schedule A and the express provisions of this Agreement shall control with respect to Executive’s ownership and continued conduct of the Permitted Activities and any related pre-existing or independently developed intellectual property. The Company shall administer the Plan and enter into the Restricted Stock Unit Grant Agreement and Employee Confidentiality and Inventions Agreement consistently with the foregoing. This Agreement was fully reviewed and negotiated on behalf of each party and shall not be construed against the interest of either party as the drafter of this Agreement. EMPLOYEE ACKNOWLEDGES THAT, BEFORE SIGNING THIS AGREEMENT, HE HAS READ THE ENTIRE AGREEMENT AND HAS THIS DAY RECEIVED A COPY HEREOF.

16. Severability. The invalidity or unenforceability of any one or more provisions of this Agreement shall not affect the validity or enforceability of any other provisions of this Agreement or parts thereof.

17. Survival. Sections 6, 7, 8 and 15 of this Agreement and this Section 17 shall survive any termination or expiration of this Agreement.

IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the day and year first above written.

Executive:

Inuvo, Inc.:

SCHEDULE A

PERMITTED ACTIVITIES AND EXCLUDED INTERESTS

Pursuant to Section 2(b), this Schedule A is incorporated into and forms part of the Employment Agreement between Inuvo, Inc. (the “Company”) and Derric Ciccone (“Executive”).

The Company acknowledges and approves the following existing outside activities and interests (collectively, the “Permitted Activities”):

1. Confluence / Orbit 360 — existing advisory, investment and related business activities, as applicable.

2. Numatec — existing advisory, investment and related business activities, as applicable.

3. DocPod — existing advisory, investment and related business activities, as applicable.

4. MoodlightIntel — existing advisory, investment and related business activities, as applicable.

Executive may continue the Permitted Activities and retain or receive any related compensation, fees, equity, ownership interests and other economic benefits without further Company approval. Their inclusion on this Schedule A constitutes the Company’s prior written approval, and neither the continuation of a Permitted Activity on substantially the same basis nor the retention or receipt of a related economic interest shall, by itself, constitute a breach of the Employment Agreement or any related confidentiality, intellectual-property, equity or other Company agreement.

All intellectual property, work product, materials, methodologies, models, frameworks, know-how, content, software, data and other proprietary rights that (i) existed or were conceived, created, acquired or developed before Executive’s employment with the Company, or (ii) are independently developed thereafter in connection with a Permitted Activity, without use of the Company’s confidential information, personnel, systems or resources and outside the scope of Executive’s duties for the Company, shall remain the property of Executive or the applicable third party and are excluded from any assignment to the Company.

Executive acknowledges that his role with the Company will be his primary professional commitment and will conduct the Permitted Activities so they do not materially interfere with the performance of his duties to the Company.

Nothing in this Schedule A authorizes Executive to use or disclose the Company’s confidential information or to use Company personnel, systems or resources in connection with a Permitted Activity. The existence or continuation of a specifically listed Permitted Activity shall not, solely by reason of any general conflict or competition restriction, be deemed prohibited; provided that a material change in its nature or scope that causes it to directly compete with the Company’s then-current business will require the Company’s prior written approval.

EXHIBIT 99.1

Inuvo Reports Second Quarter 2026 Results

Audience Modeling Revenue Grows 19% as Company Streamlines Legacy Search and Strengthens Capital Position

Management to host conference call at 4:15 PM ET, Tuesday, August 11, 2026

LITTLE ROCK, AR, August 11, 2026 – Inuvo, Inc. (NYSE American: INUV), a leader in artificial intelligence advertising technology, today announced financial results for the second quarter ended June 30, 2026, and provided a business update.

Recent Business Highlights

“During the second quarter, we made meaningful progress in our strategic pivot towards an IntentKey-focused future,” said Rob Buchner, Chairman and CEO of Inuvo. “We took decisive steps to strengthen the business by streamlining our Legacy Search to operate leaner and more profitably and by strengthening our balance sheet and extending our cash runway. Our sharpened go-to-market strategy yielded growth in both second quarter Audience Modeling revenue and our sales pipeline. As we look ahead at the back half of the year, we believe these moves have better positioned us to operate from a place of strength as we continue to execute on our top-line growth plans.”

Financial Results for the Second Quarter 2026

Net revenue decreased 67% to $7.5 million in the second quarter of 2026 compared with the same period in 2025. This decline was due to an 80% year-over-year decrease in Legacy Search revenue, driven by the 2025 strategic reset of the Bonfire platform and ongoing structural changes in the industry. Partially offsetting this decline was a 19% increase in Audience Modeling revenue, reflecting the continued strategic pivot towards IntentKey as the company’s future growth driver.

Gross profit declined $13.8 million to $3.3 million in the second quarter of 2026 driven primarily by a change in revenue mix resulting from the contraction in Legacy Search revenue. Note that Legacy Search revenue historically carries a higher gross margin, but lower operating margin, as a lower proportion of its costs are recorded in cost of revenue and a greater portion is reflected in operating expenses.

Second quarter 2026 operating expenses were $6.4 million, a decrease of $12.8 million, or 67%, compared with the same period in 2025, driven by lower marketing and compensation costs associated with lower Legacy Search revenue. Second quarter operating loss was $3.0 million in 2026 compared to $2.0 million in 2025.

Other expenses for the second quarter included a charge of $0.9 million related to the extinguishment of debt associated with the Company’s financing transactions.

Net loss for the second quarter of 2026 was $4.0 million, or $0.27 per share, compared with a net loss of $1.5 million, or $0.10 per share, in the same period in 2025. Adjusted EBITDA for the second quarter of 2026 was a loss of $1.8 million, compared with a loss of $0.6 million in the second quarter of 2025.

Liquidity and Capital Resources

During the quarter, the Company entered into a purchase agreement issuing two secured promissory notes for gross proceeds of $10.3 million. Subsequent to the end of the second quarter, the company completed a registered direct offering of common stock and pre-funded warrants for gross proceeds of $3.0 million. The proceeds from these transactions were used to retire existing debt and provide working capital for the business.

As of June 30, 2026, the Company had $886 thousand in cash and cash equivalents and $6.2 million in restricted cash. These amounts do not include the impact of the offering of stock and warrants that occurred subsequent to quarter end. As of June 30, 2026, the Company’s prior convertible promissory note and receivables-based credit facility had been extinguished.

2026 Outlook

For the balance of 2026, Inuvo currently expects:

“With a stronger capital position and a more streamlined revenue base, we are entering the second half with greater focus and flexibility,” said Buchner. “Our priorities remain clear: deepen adoption of IntentKey, expand its applications and continue building a higher-margin, more resilient business.”

Conference Call Details:

The Company will host the second quarter results call scheduled for today at 4:15 p.m. Eastern Time.

Toll-free Dial-in Number: 1-800-717-1738

International Dial-in Number: 1-646-307-1865

Conference ID: 1157191

Webcast Link: HERE

A telephone replay will be available through Tuesday, August 25, 2026. To access the replay, please dial 1-844-512-2921 (domestic) or 1-412-317-6671 (international). At the system prompt, please enter the code1157191 followed by the # sign. You will then be prompted for your name, company, and phone number. Playback will then automatically begin.

About Inuvo

Inuvo, Inc. (NYSE American: INUV) is a disruptive AI specifically designed for modeling media audiences. IntentKey® AI is a patented technology capable of identifying customer engagement based on real-time media consumption. Our models refresh every 5 minutes and know, with precision, why prospects are interested in a product or brand, in turn, predicting purchase intent 24 hours before legacy programmatic systems can respond to buying signals. Inuvo's language-based AI does not rely on consumer IDs, keeping Inuvo on the vanguard of consumer data privacy. To learn more, visit www.inuvo.com.

Safe Harbor / Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including statements regarding Inuvo’s quarter-end financial close process and preparation of financial statements for the quarter that are subject to risks and uncertainties that could cause results to be materially different than expectations. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including, without limitation risks detailed from time to time in our filings with the Securities and Exchange Commission (the “SEC”), and represent our views only as of the date they are made and should not be relied upon as representing our views as of any subsequent date. You are urged to carefully review and consider any cautionary statements and other disclosures, including the statements made under the heading “Risk Factors” in Inuvo, Inc.'s Annual Report on Form 10-K for the fiscal year ended December 31, 2025 as filed on March 5, 2026, and our other filings with the SEC. Additionally, forward looking statements are subject to certain risks, trends, and uncertainties on Inuvo’s business and operations. Inuvo cannot provide assurances that the assumptions upon which these forward-looking statements are based will prove to have been correct. Should one of these risks materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expressed or implied in any forward-looking statements, and investors are cautioned not to place undue reliance on these forward-looking statements, which are current only as of this date. Inuvo does not intend to update or revise any forward-looking statements made herein or any other forward-looking statements as a result of new information, future events or otherwise. Inuvo further expressly disclaims any written or oral statements made by a third party regarding the subject matter of this press release. The information which appears on our websites and our social media platforms is not part of this press release.

Investor Contact:

Wallace Ruiz

Chief Financial Officer

Tel (501) 205-8397

[email protected]

(Tables follow)

INUVO, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

INUVO, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

RECONCILIATION OF NET LOSS TO ADJUSTED EBITDA

(unaudited)

Reconciliation of Net Loss to EBITDA and Adjusted EBITDA

We present EBITDA and Adjusted EBITDA as a supplemental measure of our performance. We defined EBITDA as net income/(loss) plus (i) financing expense, (ii) income tax expense, and (iii) depreciation and  amortization. We further define Adjusted EBITDA as EBITDA plus (iv) stock-based compensation and (v) certain identified and less certain one-time expenses and proceeds, which are not expected to recur or be representative of future ongoing operations of the business. These adjustments are itemized above. We use EBITDA and Adjusted EBITDA internally in analyzing our financial results and believe they are useful to investors, as a supplement to GAAP measures, in evaluating our operational performance. You are encouraged to evaluate these adjustments and the reasons we consider them appropriate for supplemental analysis. In evaluating EBITDA and Adjusted EBITDA, you should be aware that in the future we may incur expenses that are the same or similar to some of the adjustments in the presentation. Our presentation of EBITDA and Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.

EXHIBIT 99.2

Operator

[Operator Instructions]

Katie Cooper

Thank you, operator, and good afternoon. I'd like to thank everyone for joining us today for the Inuvo Second Quarter 2026 Shareholder Update Call.

Today, Inuvo's Chief Executive Officer, Rob Buchner; and Chief Financial Officer, Wally Ruiz, will be your presenters on the call.

We would also like to remind our shareholders that we plan to file our 10-Q with the Securities and Exchange Commission this evening.

Before we begin, I'd like to remind you that the statements in this conference call that are not descriptions of historical facts are forward-looking statements relating to future events, and as such, all forward-looking statements are made pursuant to the Securities Litigation Reform Act of 1995. These forward-looking statements are subject to risks and uncertainties, and actual results may differ materially. When used in this call, the words anticipate, could, enable, estimate, intend, expect, believe, potential, will, should, project and similar expressions as they relate to Inuvo, Inc. are as such a forward-looking statement.

Investors are cautioned that all forward-looking statements involve risks and uncertainties, which may cause actual results to differ from those anticipated by Inuvo at this time. In addition, other risks are more fully described in Inuvo's public filings with the U.S. Securities and Exchange Commission, which can be reviewed at www.sec.gov. The company makes no commitment to disclose any revisions to forward-looking statements or any facts, events or circumstances after the date hereof that bear upon forward-looking statements.

In addition, today's discussions will include references to non-GAAP measures. The company believes that such information provides an additional measurement and consistent historical comparison of its performance. A reconciliation of the non-GAAP measures to the most directly comparable GAAP measures is available in today's news release on our website.

With that, I will now turn the call over to CEO, Rob Buchner.

Rob Buchner

Thank you, Katie. Good afternoon everyone, and thanks for joining the call. I’ll begin today with brief remarks on our second quarter results and our progress on the key tenets of our growth agenda. Then I’ll hand the call over to Wally for a review of the financials and our recent capital raise. I will then close with a few thoughts and open the call for your questions.

Beginning with our Second Quarter Results.

Second quarter results tell a story that continues to underscore the strategic choices we made over the last several months. Audience Modeling revenue increased 19% from a year ago, driven once again by deepening investment from existing clients and recent client wins. At the same time, Legacy Search revenue has had a slower-than-expected revenue recovery, reflecting ongoing industry-wide disruption.

These dynamics are emblematic of a broader structural evolution occurring across the open web. Digital advertising is undergoing a fundamental shift away from an 'Identity Economy'—which relies on degrading personal IDs, third-party cookies, and static historical segments—toward a 'Context Economy'.

As match rates fall and tracking mechanisms fail, chasing whosomeone was yesterday is yielding diminishing returns. Value on the open web is migrating to platforms that understand whatis happening around a user in real time. Contextual signals from content being consumed in-the-moment, mapped with broader patterns of collective interest, are far better predictors of consumer motivation and true engagement. The old open web search model is fracturing, but the flight to quality, context, and immediate user intent is exactly the race IntentKey was built to win. The speed of this change underscores the urgency for execution against a backdrop of favorable dynamics for our algorithm.

Said simply, the marketplace is more receptive to our value proposition than ever before.

With respect to Legacy Search, an honest look resulted in some tough decisions this quarter. We further lowered Legacy Search headcount and right-sized the operation to a level we believe is sustainable. These decisions weren’t easy, but they were the right moves. And they free us to concentrate fully on what matters: building a cleaner, more profitable business with IntentKey at its center.

We also executed financing transactions totaling $13 million, enabling us to strengthen our balance sheet and pay off existing debt, all while providing needed working capital for the business.

Today, I am confident we’re now operating from a stronger position, fewer distractions and a greater cash runway, giving us more time and resources to pursue the significant opportunity in front of us with full conviction. I’ll be frank: there is still a lot to do. But now, we are better equipped to elevate our IntentKey offering and drive higher-margin, compounding growth into the business.

I want to take a few minutes to review the progress we’ve made on our strategic pillars and frame up our priorities for the back half of the year.

As a reminder, our 4 strategic pillars are:

Turning to our Go-to-Market Focus.

Since January, we’ve overhauled our sales organization, bringing in enterprise-grade talent with deep programmatic experience and brand-direct relationships. These individuals are now fully embedded in our organization and raising the bar on every aspect of our commercial execution. Inuvo is also strengthening its marketing automation, vertical positioning, and sales enablement to support this expanded commercial organization. These go-to-market upgrades are accelerating test-to-expansion conversion and turn IntentKey’s differentiated audience intelligence into scalable, recurring growth.

And we’re seeing tangible commercial activity as a result. During the second quarter, we brought on five new brand-direct relationships, including two new Fortune 500 companies that are now completing the pilot phase. At the same time, our upskilled sales team is advancing opportunities across Government and specialized workforce recruitment, Healthcare, Automotive, Travel, and Entertainment.

A number of these opportunities are following the test-to-expansion model we are building, beginning with targeted pilots that can scale into broader enterprise relationships based on performance. We are also seeing agency relationships create opportunities to expand beyond individual campaigns and brands into broader portfolios.

Importantly, we are building this growth across three distinct routes to market:

We’re also experiencing deeper adoption in self-service, including increased campaign activity, repeat utilization, broader cross-platform activation, and additional enterprise brands activating through brand-direct Private Marketplaces.

That breadth matters. It gives us multiple ways to monetize the same underlying IntentKey intelligence based on how an advertiser, agency, or partner prefers to work with us.

We’re also looking at new strategic applications of IntentKey signal intelligence beyond traditional product advertising. Specifically, we’ve announced expansions into workforce recruitment marketing and healthcare open enrollment. Both of which suffer from the same structural dysfunction plaguing consumer advertising.

For workforce recruitment, the market is hungry for disruptive, effective technologies. The war for specialized, high-value talent drives billions in annual recruitment marketing spend. But the tools - job boards, applicant databases, static segments – are inefficient and ineffective in areas of tight labor supply, including the skilled trades in the manufacturing sector that are increasingly in demand. IntentKey’s ability to identify prospective candidates - with precision - before other competing employers - gives us a compelling value proposition in a market where legacy tools are becoming less and less effective. IntentKey can identify vocational interests before that person realizes they’re an actual candidate.

Likewise, as open enrollment approaches, we have launched a coordinated go-to-market plan to drive acquisition during what is effectively an annual market-share event for health insurers. Last year, 30% of the 23 million people who entered the marketplace switched carriers. Following our successful 2025 pilot with Blue Shield of California, IntentKey demonstrated its ability to identify and target intent well before purchasing decisions are made—allowing insurers to win market share before the market becomes saturated. Crucially, because IntentKey requires no personal IDs, it offers a secure, compliant technology to capture subscriber growth across a $150 billion addressable market.

These are just two examples of how we are opening the aperture on the strategic application of IntentKey to drive a greater addressable market and a more diversified, compounding revenue pipeline.

Turning to our next strategic pillar: Raising IK’s industry profile.

After a busy quarter rationalizing costs and securing financing, we now have the bandwidth and the momentum to tell the IntentKey story more broadly, and our third quarter calendar reflects this focus. From an industry perspective, we will be attending both the Marketecture live conference in Chicago as well as the Programmatic IO conference in New York, both in September. These conferences are important venues to demonstrate our technology leadership, communicate our market differentiation, and engage industry influencers who are at the forefront of emerging trends in marketing technology. We also have investor events planned for the third and fourth quarters. We will announce more details as they are available. 

As you may remember from our May call, we launched our new intentkey.com website early in the second quarter. I’m pleased to say this site, which showcases the IntentKey platform through interactive tutorials, test drives and a clearly articulated value proposition, appears to be resonating.

Following the launch, new users increased by more than 300%. We also saw a nearly tenfold increase in activity around generated audience models, reflecting greater use of the technology across both external engagement and internal sales and client-support efforts.

We continue to be very active in our marketing efforts and look forward to providing more color on our third quarter call.

Turning to Continuous Product Innovation.

In today’s market, speed, accessibility, and real-time execution are increasingly in demand. We continue to refine and innovate around IntentKey, building upon the significant R&D foundation behind the technology and the years of research that preceded its commercialization.

While still early, I’m pleased to say we are in the advanced testing phases of a new Model Context Protocol, or MCP server that would allow us to bring IntentKey intelligence directly into AI-native and agentic workflows like Claude and ChatGPT.

Once ready, this protocol-based integration would make IntentKey a more portable signal-intelligence layer — meeting customers and their AI agents where they already operate. In turn, delivering net-new demand intelligence within the workflows they already use.

We believe this has the potential to remove an important barrier to adoption. Rather than requiring users to leave their existing workflow and enter a separate interface to access IntentKey intelligence, MCP gives us a path to make that intelligence available wherever customers are already working. This native integration is an important part of how we see IntentKey evolving.

Lastly, our fourth strategic pillar: High-margin growth.

As I discussed in my opening remarks, we’ve made several important strategic moves to lengthen our cash runway and position the business to support higher-margin growth, including rationalizing our Legacy Search business and raising capital, both of which advance our progress on this strategic pillar.

With respect to Legacy Search, the rationalization of our revenue and our support infrastructure, while painful, frees us from the pressures caused by a business that was generating negative net margins and a net cash burn, and for which a viable path for full recovery was becoming less likely as the industry continues to shift. To be clear: Legacy Search remains a part of our business. But we are now operating from a cleaner, more resilient foundation – one that generates better margins and positive cash flow and no longer weighs on our ability to invest behind my long-term strategic vision.

With respect to our recent capital transactions, we secured $13 million that enabled us to repay existing debt and secure working capital, which we can use to advance our IntentKey offering and execute on our strategic vision.

More recently, in July, we sold Ranger, our AI-powered quality assurance tool, subject to a 60-day trial period. In exchange, we will receive $450 thousand and a perpetual use license that enables us to continue using this technology within our Legacy Search business.

Together, these moves enable us to concentrate fully on execution with the financial flexibility to invest in our core priorities. We are moving with urgency, remaining prudent with our spending, and building with conviction towards a stronger, higher-margin, more resilient Inuvo.

As you saw in the press release this afternoon, Wally will be retiring from Inuvo after 16 years of steady, capable leadership, collaboration, and prudent financial stewardship. I’ve been so fortunate to have Wally beside me through what has been one of the most consequential periods in this company’s history. I’m grateful for his insight and cool-headedness as we’ve made tough decisions to rationalize the Bonfire business, raise capital, and reposition the company to benefit from the sea changes in the industry. Wally’s last day as CFO will be August 17, when industry veteran Derric Ciccone will start as our new President and CFO. More on that shortly. I’m pleased to say that Wally will remain with us through the end of the year, serving in an advisory role to the company. Wally, you will be missed. Thank you for all you’ve done for Inuvo. It has been a true pleasure working and leading with you.

Thanks, Wally. Over to you.

Wallace Ruiz

Thanks, Rob. It has been a pleasure. I will miss the team here, but am confident you’ll be in good hands.

To those listening: good afternoon and thank you for joining us. I'll begin with a review of the quarter’s financial results. We'll touch on liquidity and the outlook, and then I'll turn the call back to Rob. 

Second quarter results reflect the ongoing impacts of our strategic pivot as we right-sized the Legacy Search business while growing Audience Modeling.

Second quarter revenue was $7.5 million, down 67% compared with the record revenue we experienced in the second quarter last year. This decline was due entirely to lower Legacy Search revenue, which was down 80% compared to the year-ago second quarter, reflecting the continued impacts of the fourth quarter Bonfire reset and ongoing industry-wide pressure on open web search. 

For Audience Modeling, revenue was up 19% in the second quarter compared with the same quarter last year due to recent client wins and deepening commitment from existing IntentKey customers.

The change in revenue mix resulted in the second quarter gross margin of 44% compared with 75% in the year-ago second quarter. This is primarily driven by the contraction in Legacy Search.  As a reminder, much of the Legacy Search expense is marketing and is therefore recognized in operating expenses, yielding a higher gross margin than Audience Modeling, Audience Modeling expenses are largely reflected in cost of revenue.  Historically, from an operating margin perspective, Audience Modeling is more profitable than Legacy Search.

Second quarter operating expenses were $6.4 million in the second quarter, down $12.8 million, or 67%, from the second quarter of last year. This decline was entirely due to lower Legacy Search revenue which drove down traffic acquisition and compensation costs. Compensation costs were $337 thousand lower in this year's quarter compared to last year in spite of a $470 thousand severance charge. Our headcount at June 30, 2026 was 51, this compares to 82 at June last year. Most of the reduction in headcount was associated with Legacy Search.  

At the end of the quarter, we executed a pair of financing transactions with combined gross proceeds of $13 million.  The financing consisted of two discreet transactions:

 As a result of these transactions, we recognized a charge of $870 thousand in other income and expense during the quarter, representing the combined effect of a loss on extinguishment of the convertible promissory note and the working capital line of credit.

Net loss for the quarter was $4 million, or $0.27 per share, compared with a loss of $1.5 million, or $0.10 per share, in the second quarter of last year.

We ended the quarter with $886 thousand in cash and cash equivalents and $6.2 million in restricted cash.  Our previous financing, a convertible promissory note and a receivables-based credit facility, had been extinguished by the quarter end.

Note that our quarter end balance sheet does not reflect the $3 million purchase and sale of common stock and pre-funded warrants that closed in July. It also does not reflect monies received for the sale of Ranger, which also closed in July. 

Before I hand the call back over to Rob, I want to give some color about how we are thinking about the balance of the year.

With that, I'll turn the call back over to Rob.

Rob Buchner

Thanks, Wally.

Before I wrap up, I want to take a minute to tell you a bit about our incoming President and CFO, Derric Ciccone and celebrate the promotion of Aleesha Parris to Chief Accounting Officer.

Derric is an industry veteran that is uniquely equipped to lead through Inuvo’s next chapter. He is an industry veteran who has spent his entire career at the intersection of marketing, digital media and adtech — and he brings to Inuvo a rare combination of strategic vision and operational precision. Most recently, Derric served as Global CFO and COO of Omnicom's commerce group, a multi-billion-dollar division of one of the world's largest marketing organizations, where he delivered sustainable improvements across business operations, profitability and revenue growth. He also brings meaningful experience in corporate development that will matter as we scale. Derric's first day is August 17, and I could not be more excited to welcome him to the team.

I also want to take a moment to celebrate Aleesha Parris, whose promotion from Controller to Chief Accounting Officer is eleven years in the making – eleven years of exceptional dedication, leadership, and hard work that have positively impacted and strengthened our organization. This promotion is well-deserved and I’m excited to see her flourish in her new role.

With Derric stepping in as President and CFO and Aleesha stepping up as Chief Accounting Officer, we will have a financial leadership team whose strength is built on leveraging their complementary strengths, ensuring both strategic financial management and operational depth. Add to that the high-caliber talent we’ve hired on the sales side, and I believe we are building a team that can execute. The opportunity in front of us requires not just the right technology and the right strategy, but the right team. And I believe we are assembling exactly that.

To close, the underlying landscape of the digital media ecosystem is undergoing a permanent, structural realignment. AI-driven search and walled gardens are keeping users within closed environments, while cookie loss and degraded match rates are dissolving traditional identity targeting across the open web.  

This macro environment plays directly to IntentKey's structural design. IntentKey isn't an incremental update to legacy adtech; it is a fundamentally distinct, context-first architecture built to prosper in identity-blind environments. Rather than relying on historical clickstreams or static audience profiles that fail as identity resolution degrades, IntentKey's Large Language Model interprets semantic context and user mindset in real time, as intent is actively forming.

In a Context Economy where supply is scarce and expensive, advertisers cannot afford to chase ghost profiles with high data waste. They need the precision, speed, and real-time execution that IntentKey provides to win high-intent inventory before it becomes out of reach. With a longer cash runway, an optimized cost structure, and an industry landscape moving directly toward our core technology, we believe we have significant room to run. And we intend to.

I look forward to updating you on our progress.

Operator, I would now like to turn the call over to Q&A.

EXHIBIT 99.3

Inuvo Announces Planned Financial Leadership Transitions

Chief Financial Officer Wallace Ruiz to Retire

Derric Ciccone Named President and Chief Financial Officer

Aleesha Parris Promoted to Chief Accounting Officer

LITTLE ROCK, AR, August 11, 2026 – Inuvo, Inc. (NYSE American: INUV), a leader in artificial intelligence advertising technology, today announced that Wallace Ruiz will retire from his position as Chief Financial Officer and Derric Ciccone will be named President and Chief Financial Officer, each effective August 17, 2026. In addition, Aleesha Parris, CPA has been promoted to Chief Accounting Officer effective August 17, 2026.

Ruiz’s retirement follows 16 years of leadership and distinguished service to Inuvo. In addition to driving financial stewardship, Ruiz played a central role in shaping Inuvo’s strategy, including through the 2017 acquisition of NetSeer assets that provide the basis for IntentKey, the subsequent commercialization and scaling of IntentKey technology, the scaling of Bonfire, and through Inuvo’s more recent repositioning and transformation efforts.

“Wally is the kind of leader every organization hopes to have – impactful, sharp, and unshakeable through 16 years in a fast-moving, rapidly evolving industry,” said Rob Buchner, Chairman and Chief Executive Officer. “His contributions to Inuvo are woven into the fabric of this Company, and this organization is forever grateful for the dedication, wisdom, and expert guidance he brought to the table every single day. It has been a pleasure working with him during this capstone moment in his career. On behalf of the entire Inuvo team, I want to thank Wally for his service and wish him the best in his well-earned retirement."

Ruiz will remain with the Company in an advisory capacity through December 31, 2026, and will assist in the transitions of both the Chief Financial Officer and Chief Accounting Officer positions.

New President and Chief Financial Officer

Derric Ciccone will join Inuvo as President and Chief Financial Officer, leading the Company’s finance organization, commercial negotiations, and business transformation efforts. Ciccone brings more than 20 years of finance, operations, and commercial leadership experience across advertising, digital media, and e-commerce.

Rob Buchner, CEO of Inuvo, said, “Derric’s deep expertise in finance and commercial operations across global advertising and digital media organizations will be instrumental as we continue to scale and transform Inuvo’s business.”

Most recently, Ciccone served as Global Chief Financial Officer of Omnicom Commerce Group, overseeing Omnicom’s global commerce groups. Previously, he was Executive Vice President of Operations and Delivery at Hero Digital, where he led delivery, client finance, client operations, resource management, offshore capabilities, and commercial management across five offices, contributing to the company’s growth and integration ahead of its acquisition.

Earlier, Ciccone held senior leadership roles across WPP, including Chief Commercial Officer for Wunderman Thompson EMEA, Chief Financial and Operating Officer for POSSIBLE EMEA, and Head of Global Client Operations for Team Shell. Across these roles, he managed businesses spanning more than 25 markets and over $1 billion in revenue. He began his career in finance and operations roles at Razorfish and MRM Worldwide.

Ciccone holds a Bachelor of Science in Finance and Management Information Systems from the State University of New York at Albany.

Chief Accounting Officer Promotion

Aleesha Parris, CPA will be appointed Chief Accounting Officer of Inuvo after serving as Vice President and Corporate Controller since returning to the Company in 2023. Parris previously served in a variety of accounting and financial reporting roles at Inuvo from 2013 to 2021. From 2021 to 2023, she served as Corporate Controller of Riverside Transport Inc. and Transco Lines, Inc.

Over her 17-year career, Parris has held increasing levels of responsibility across accounting and finance, with experience spanning corporate accounting, financial and SEC reporting, internal controls and corporate governance, financial planning and analysis, treasury and capital markets, mergers and acquisitions, and financial systems transformation. Her experience includes more than a decade with Inuvo and extensive involvement in the financial reporting, compliance, and strategic finance requirements of a publicly traded technology company. Parris is a certified public accountant in the State of Arkansas and holds both a Bachelor of Business Administration and a Master of Accountancy from the University of Central Arkansas.

“Aleesha’s promotion to Chief Accounting Officer is a reflection of eleven years of exceptional dedication, leadership, and impact,” said Buchner. “As one of the hardest-working and capable individuals in this organization, she has demonstrated the kind of strength, discipline, and tenacity that makes an organization better. This promotion is well-deserved, and I couldn’t be more pleased to see her step into it.”

About Inuvo

Inuvo, Inc. (NYSE American: INUV) is a disruptive AI specifically designed for modeling media audiences. IntentKey® AI is a patented technology capable of identifying customer engagement based on real-time media consumption. Our models refresh every 5 minutes and know, with precision, why prospects are interested in a product or brand, in turn, predicting purchase intent 24 hours before legacy programmatic systems can respond to buying signals. Inuvo's language-based AI does not rely on consumer IDs, keeping Inuvo on the vanguard of consumer data privacy. To learn more, visit www.inuvo.com.

Safe Harbor / Forward-Looking Statements

Statements in this press release relating to Inuvo’s future plans, expectations, beliefs, intentions, and prospects are “forward-looking statements” and are subject to material risks and uncertainties. A detailed discussion of these factors and other risks that affect our business is contained in Inuvo’s Securities and Exchange Commission (SEC) filings, including our most recent reports on Form 10-K and Form 10-Q under the heading “Risk Factors.” These filings are available on the SEC’s website or on Inuvo’s website at Investor Relations – Inuvo®. All information in this press release is current as of the date of release, and Inuvo undertakes no duty to update any statement in light of new information or future events.

Investor Contact:

Wallace Ruiz

Chief Financial Officer

Tel (501) 205-8397

[email protected]