inuvo_8k.htm

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

FORM 8-K

 

CURRENT REPORT

 

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported) November 6, 2025

 

INUVO, INC.

(Exact name of registrant as specified in its charter)

 

Nevada

 

001-32442

 

87-0450450

(State or other jurisdiction of incorporation)

 

(Commission File Number)

 

(IRS Employer Identification No.)

 

500 President Clinton Ave., Ste. 300, Little Rock, AR

 

72201

(Address of principal executive offices)

 

(Zip Code)

 

Registrant’s telephone number, including area code (501) 205-8508

 

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

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

 

 

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

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 

 

 

ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION.

 

On November 6, 2025, Inuvo, Inc. (the “Company”) issued a press release regarding financial performance for Q3 2025. A copy of the earnings release is being furnished herewith as Exhibit 99.1.

 

The information in this Current Report on Form 8-K under this caption and Exhibits 99.1 and 99.2 are being furnished under Item 2.02 and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933 (the “Securities Act”) or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

 

The Company made reference to non-GAAP financial information in the press release and a reconciliation of these non-GAAP financial measures to the comparable GAAP financial measures is contained in the press release.

 

ITEM 7.01 REGULATION FD DISCLOSURE.

 

On November 6, 2025, the Company held a management conference call to discuss the Company’s financial results for Q3 2025, the outlook of the Company and certain other matters.

 

A copy of the script for the conference call is attached as Exhibit 99.2 and is incorporated by reference into this Current Report on Form 8-K.

 

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

 

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

 

(d) Exhibits.

 

Exhibit No.

 

Description

 

 

 

99.1

 

Press Release for Q3 2025 financial results.

99.2

 

Conference Call Script.

 

 
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SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

INUVO, INC.

 

 

 

 

Date: November 6, 2025

By:

/s/ Wallace Ruiz

 

 

Wallace Ruiz, Chief Financial Officer

 

 

 
3

 

 

EXHIBIT 99.1

 

 

 

Inuvo Reports Revenue of $22.6 Million in the Third Quarter 2025

Management to host conference call at 4:15 PM ET, Thursday, November 6, 2025

 

LITTLE ROCK, AR, November 6, 2025 – Inuvo, Inc. (NYSE American: INUV), a leading provider of artificial intelligence AdTech solutions, announced today its financial results for the third quarter and nine-month period ended September 30, 2025.

 

Third Quarter 2025 Highlights Compared to Third Quarter 2024:

 

 

·

23 new clients onboarded in Q3

 

·

Net revenue increased 1% to $22.6 million from $22.4 million

 

·

Gross margin decreased to 73.4% from 88.4%

 

·

Operating expenses declined 16% to $18.2 million from $21.7 million

 

·

Net loss narrowed to $1.7 million, or $0.12 per share, from $2.0 million, or $0.15 per share

 

Nine-Month 2025 Highlights Compared to Nine-Month 2024:

 

 

·

65 new clients in the first nine months of 2025

 

·

Net revenue increased 25% to $71.9 million from $57.6 million

 

·

Gross profit increased 10% to $54.8 million from $50 million

 

·

Adjusted EBITDA improved 15% to a loss of $1.7 million from a loss of $2 million

 

·

Net loss narrowed to $4.5 million, or $0.31 per share, from $5.9 million or $0.42 per share

 

Richard Howe, CEO of Inuvo, commented, “While we are up 25% year-over-year through the first nine months, Q3 came in less than we expected. In mid-August, we deliberately scaled back our advertising in order to comply with new requirements by our largest Platform client. Though this restrained Q3 growth more than expected, the upgrades bolster our ability to ensure campaign compliance and drive sustainable long-term scalable growth. Our pipeline of prospects across the business has never been stronger. ’’

 

Financial Results for the Third Quarter Ended September 30, 2025

Net revenue for the third quarter of 2025 totaled $22.6 million, a 1% increase compared to $22.4 million in the same period last year. The increase in revenue was due to Agencies & Brands clients, which grew 7% year-over-year. Cost of revenue was $6 million, up from $2.6 million in the third quarter of 2024, related to a change in mix within Platform revenue associated with a new campaign begun in earnest this year.

 

 
1

 

 

Gross profit decreased 15% to $16.6 million, representing a gross margin of 73.4%, compared to $19.8 million and a gross margin of 88.4% in the third quarter of 2024. The lower gross margin year-over-year was also primarily due to the change in product mix within Platform revenue.

 

Operating expenses were $18.2 million compared to $21.7 million in the prior-year period, reflecting lower marketing spend related to the change in Platform revenue mix.

 

 

·

Marketing costs were $13.4 million, down from $17.0 million in the third quarter of 2024 associated with the lower revenue from our largest Platform client.

 

·

Compensation expense was $3.1 million, up $39 thousand primarily due to a $150,000 separation accrual.

 

·

General and administrative expenses were $1.7 million, up $110 thousand year-over-year primarily due to the absence this year of a reduction in the allowance for expected credit losses reported last year.

 

Finance expenses, net of interest income, were $114 thousand compared to $101 thousand in the same quarter last year.

 

Other income was approximately $48 thousand for the three months ended September 30, 2025.

 

Net loss for the quarter was $1.7 million, or $0.12 per basic and diluted share, compared to a net loss of $2 million, or $0.15 per share, in the third quarter of 2024.

 

Non-cash expenses, including depreciation, amortization, and stock-based compensation, totaled $802 thousand in the third quarter.

 

Adjusted EBITDA was a loss of $0.7 million from a loss of $0.4 million in the year-ago period. (See reconciliation of GAAP to non-GAAP results below.)

 

Liquidity and Capital Resources

As of September 30, 2025, Inuvo had $3.4 million in cash and cash equivalents and access to a $10.0 million working capital facility, of which $3.4 million was drawn. The Company believes its current liquidity and borrowing capacity are sufficient to support operations and planned growth initiatives.

 

Conference Call Details:

Date: Thursday, November 6, 2025

Time: 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: 1119361

Webcast Link: HERE

 

 
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A telephone replay will be available through Thursday, November 20, 2025. To access the replay, please dial 1-844-512-2921 (domestic) or 1-412-317-6671 (international). At the system prompt, please enter the code 1119361 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 market leader in Artificial Intelligence built for advertising. Its IntentKey® AI solution is a first-of-its-kind proprietary and patented technology capable of identifying and actioning to the reasons why consumers are interested in products, services, or brands, not who those consumers are. 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, 2024 as filed on February 27, 2025, 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)

 

 
3

 

 

INUVO, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(unaudited)

 

 

 

 

Three Months Ended

 

 

       Nine Months Ended

 

 

 

September 30

 

 

September 30

 

 

September 30

 

 

September 30

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Net revenue

 

$ 22,570,572

 

 

$ 22,371,153

 

 

$ 71,949,937

 

 

$ 57,603,935

 

Cost of revenue

 

 

6,002,423

 

 

 

2,594,642

 

 

 

17,199,909

 

 

 

7,599,872

 

Gross profit

 

 

16,568,149

 

 

 

19,776,511

 

 

 

54,750,028

 

 

 

50,004,063

 

Operating expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Marketing costs

 

 

13,375,136

 

 

 

17,006,131

 

 

 

45,026,458

 

 

 

42,540,355

 

Compensation

 

 

3,145,125

 

 

 

3,106,384

 

 

 

9,945,452

 

 

 

9,362,474

 

General and administrative

 

 

1,717,591

 

 

 

1,607,258

 

 

 

5,261,165

 

 

 

3,835,162

 

Total operating expenses

 

 

18,237,852

 

 

 

21,719,773

 

 

 

60,233,075

 

 

 

55,737,991

 

Operating loss

 

 

(1,669,703 )

 

 

(1,943,262 )

 

 

(5,483,047 )

 

 

(5,733,928 )

Finance expense, net

 

 

113,633

 

 

 

101,031

 

 

 

159,259

 

 

 

163,862

 

Other income

 

 

48,124

 

 

 

-

 

 

 

1,148,686

 

 

 

-

 

Income tax expense

 

 

5,352

 

 

 

-

 

 

 

8,028

 

 

 

5,352

 

Net loss

 

($1,740,564)

 

 

($2,044,293)

 

 

($4,501,648)

 

 

($5,903,142)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss per share, basic and diluted

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss income

 

($0.12)

 

 

($0.15)

 

 

($0.31)

 

 

($0.42)

 

Weighted average shares outstanding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

14,558,109

 

 

 

14,045,484

 

 

 

14,402,409

 

 

 

13,979,118

 

Diluted

 

 

14,558,109

 

 

 

14,045,484

 

 

 

14,402,409

 

 

 

13,979,118

 

 

 
4

 

 

INUVO, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

 

 

 

(unaudited)

September 30

 

 

December 31

 

 

 

2025

 

 

2024

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalent

 

$ 3,379,581

 

 

$ 2,459,245

 

Accounts receivable, net

 

 

9,930,168

 

 

 

12,545,771

 

Prepaid expenses and other current assets

 

 

706,199

 

 

 

639,805

 

Total current assets

 

 

14,015,948

 

 

 

15,644,821

 

 

 

 

 

 

 

 

 

 

Property and equipment, net

 

 

1,700,264

 

 

 

1,792,903

 

 

 

 

 

 

 

 

 

 

Goodwill

 

 

9,853,342

 

 

 

9,853,342

 

Intangible assets, net of accumulated amortization

 

 

3,542,750

 

 

 

3,894,875

 

Other assets

 

 

807,902

 

 

 

1,009,990

 

 

 

 

 

 

 

 

 

 

Total assets

 

$ 29,920,206

 

 

$ 32,195,931

 

 

 

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current liabilities

 

 

 

 

 

 

 

 

Accounts payable

 

$ 7,656,991

 

 

$ 8,422,351

 

Accrued expenses and other current liabilities

 

 

7,835,957

 

 

 

9,463,537

 

Outstanding borrowings under Financing Agreement

 

 

3,383,293

 

 

 

-

 

Total current liabilities

 

 

18,876,241

 

 

 

17,885,888

 

 

 

 

 

 

 

 

 

 

Long-term liabilities

 

 

625,322

 

 

 

835,271

 

 

 

 

 

 

 

 

 

 

Total stockholders’ equity

 

 

10,418,643

 

 

 

13,474,772

 

Total liabilities and stockholders’ equity

 

$ 29,920,206

 

 

$ 32,195,931

 

 

 
5

 

 

RECONCILIATION OF NET LOSS TO ADJUSTED EBITDA

(unaudited)

 

 

 

Three Months Ended

 

 

Nine Months Ended

 

 

 

September 30

 

 

September 30

 

 

September 30

 

 

September 30

 

 

 

2025

 

 

2024

 

 

2025

 

 

2024

 

Net loss

 

$ (1,740,564 )

 

$ (2,044,293 )

 

$ (4,501,648 )

 

$ (5,903,142 )

Interest Expense

 

 

113,633

 

 

 

101,031

 

 

 

159,259

 

 

 

163,862

 

Income tax Expense

 

 

5,352

 

 

 

-

 

 

 

8,028

 

 

 

5,352

 

Depreciation and amortization

 

 

555,156

 

 

 

613,394

 

 

 

1,685,756

 

 

 

1,999,513

 

EBITDA

 

 

(1,066,423 )

 

 

(1,329,868 )

 

 

(2,648,605 )

 

 

(3,734,415 )

Stock-based compensation

 

 

246,814

 

 

 

372,540

 

 

 

842,887

 

 

 

1,087,533

 

Nonrecurring items:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Impairment and amortization of referral and support services agreement advance

 

 

-

 

 

 

600,000

 

 

 

-

 

 

 

600,000

 

Employee Separation

 

 

150,000

 

 

 

-

 

 

 

150,000

 

 

 

-

 

Adjusted EBITDA

 

$ (669,609 )

 

$ (357,328 )

 

$ (1,655,718 )

 

$ (2,046,882 )

 

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 loss plus (i) interest expense, (ii) income tax expense, (iii) depreciation, and (iv) amortization. We further define Adjusted EBITDA as EBITDA plus (v) stock-based compensation and (vi) certain identified expenses that 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.

 

 
6

 

EXHIBIT 99.2

 

Inuvo, Inc.

 

Q3 2025

 

November 6, 2025

 

Operator Comments:

 

Good afternoon, and welcome to INUVO’s Third Quarter 2025 Conference Call. Today’s conference is being recorded. Ms. Katie Cooper of Inuvo, please go ahead.

 

Katie Cooper (Inuvo Investor Relations) Remarks:

 

Thank you, operator, and good afternoon.

 

I’d like to thank everyone for joining us today for the INUVO third quarter 2025 shareholder update call. Today, INUVO’s Chief Executive Officer Richard Howe, Chief Financial Officer Wally Ruiz and Chief Operating Officer Rob Buchner 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’m going to review the Company’s Safe Harbor statement. 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.

 

 
1

 

  

Inuvo, Inc.

 

Q3 2025

 

November 6, 2025

 

 

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 US 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 discussion 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’ll now turn the call over to CEO Richard Howe.

 

 
2

 

  

Inuvo, Inc.

 

Q3 2025

 

November 6, 2025

 

Richard Howe (CEO) Opening Remarks:

 

Thank you, Katie, and good afternoon, everyone.

 

For the third quarter of 2025, INUVO delivered $22.6M in revenue, roughly flat Year-over-Year. For the first nine months of the year, INUVO has delivered $71.9M in revenue.

 

We're pleased to report a strong 25% year-over-year growth through the first nine months. That said, Q3 results fell short of our expectations, primarily due to a deliberate reduction in advertising spend starting in mid-August.

 

This step was essential to align with updated requirements from our largest Platform client, enabling us to sustain and scale our partnership long-term—a move we had previewed earlier. October revenue within Platforms was back up year-over-year in October.

 

The technologies required to meet the Client’s needs are now in place and are already helping INUVO avoid compliance risks and facilitate future growth within this large client.

 

I will talk more about these products & technological advances later in my comments.

 

Therefore, we experienced a roughly 5% decline sequentially in Platforms and a roughly 29% sequential growth within Agencies & Brands. Both Platforms and Agencies & Brands are up year-over-year through the first nine months of 2025. Wally will discuss the financials in greater detail during his section.

 

 
3

 

    

Inuvo, Inc.

 

Q3 2025

 

November 6, 2025

 

We have two notable items to share with you related to the business on this call. First, we have been working on a multi-million-dollar contract with a government organization where the government shutdown has delayed the signing.

 

I highlight this deal because it’s a prime example of the larger opportunities we will be pursuing. Rob Buchner, who I will introduce in a few minutes, will talk about this during his remarks.

 

Additionally, we have been a party to a large class action lawsuit that has now been settled. According to the attorneys representing the class, and the verifiable claims we have, we expect a substantial payout in the first quarter of 2026.

 

We remain optimistic about achieving our revenue goals for 2025 and want to reiterate that Q3’s performance was not a function of reduced demand, but rather, additional preparation required to onboard demand.

 

Our largest Intentkey client’s 2025 final budgets are now locked in. Based on those budgets, those top 5 clients are expected to have grown over 65% Year-over-Year by the end of calendar 2025.

 

 
4

 

  

Inuvo, Inc.

 

Q3 2025

 

November 6, 2025

 

I’d also like to mention that we recently hired a Chief Operating Officer. Rob Buchner brings to INUVO a successful career as CMO, CEO and entrepreneur.

 

With his history as a deal maker, Rob is uniquely positioned to help Inuvo monetize the industry-leading AdTech products we have built at this critical stage of our evolution.

 

Rob joined Inuvo ten months ago, progressing from go-to-market consultant to board member, and now Chief Operating Officer, where he can now have an even bigger impact.

 

Let me now turn the call over to Rob for a Go-To-Market and Client Activities discussion:

 

Thanks, Rich. And hello, everyone.

 

I want to start by framing the immediate growth opportunities for the IntentKey product, driven by my broad view of the ad industry at this critical moment for AdTech.

 

I bring a unique perspective to Inuvo, having enjoyed a far-reaching career in what I call the Creative Sciences: that being the comingling of brand content, emerging media technologies, and real-time data and analytics. I’ve organized business units around this operating model at two national agencies within two of the world’s largest holding companies, Publicis and IPG.

 

 
5

 

  

Inuvo, Inc.

 

Q3 2025

 

November 6, 2025

 

As CEO at Campbell Mithun, I commissioned a programmatic trading arm in 2013, years before most agencies knew its significance. Today, programmatic is a $200 billion marketplace. I intend to marshal my business development  skills and leverage existing C-suite relationships in this  new role.

 

The marketers I speak with aren't just confused—they suffer from AI fatigue. It's understandable. The market is saturated with antiquated adtechs wrapping inferior, often cookie-dependent data, around general AI with little to-no positive effect.

 

The AdTech landscape is experiencing seismic shifts and structural failure. The legacy programmatic spine is breaking—not just due to cookie dependency, but from the fatal design flaws of data latency and signal loss. Stalking people around the internet is not the future. IntentKey is the antidote for this privacy first, post-cookie environment.

 

Our go-to-market is shifting decisively upstream. We will pursue $1 million + services deals with the CXOs inside brand organizations—leaders who control budgets and are ensnared by diminishing returns in performance marketing.

 

 
6

 

  

Inuvo, Inc.

 

Q3 2025

 

November 6, 2025

 

The IntentKey value story resonates most clearly with senior executives who have branding authority and are directly accountable for business results—the very decision-makers who have historically been a challenge to reach. Case in point, the pending government contract Rich referenced was the direct result of Tim Flynn, a retired Admiral of the US Navy and former executive at Intel, who has joined our team in an advisory role.

 

We have others like Tim, who've had brilliant careers and are trusted executives, now partnering with Inuvo to actively unlock access to the C-suite and accelerate enterprise adoption. I see this as a strategic means to securing significant future enterprise deals.

 

We are actively structuring brand-direct deal teams to accelerate this high-value growth and upskilling our account management organization to capitalize on growth within existing accounts.

 

As of the end of the third quarter, we now have 44 self-service brands, including companies like Kia, Apple, Crate & Barrel’s CB2 brand and others. Critically, we will continue to aggressively scale self-serve deals, in part, because it’s the easiest way for clients to use our AI and because this component of our business generates margins of nearly 90%.

 

Furthermore, our Predictive Mixed Media Modeling (MMM) product is an undervalued asset. It is a critical, high-margin solution for brand stewards and the natural on-ramp for broader IntentKey deployment.

 

Integration of IntentKey through partnerships is another area of emphasis. We are actively pursuing holding companies, adjacent AdTechs, and commerce media players. We expect success on this front to generate significant, high margin revenue in 2026.

 

Our managed services business remains robust. We added several new brands in Q3, including a major healthcare provider who recognized IntentKey’s targeting leverage for Open Enrollment this fall.

 

 
7

 

  

Inuvo, Inc.

 

Q3 2025

 

November 6, 2025

 

Finally, we're elevating our marketing efforts around two key objectives. First, we're sharpening our value proposition by highlighting a predictive edge: our platform forecasts purchase intent 24 hours ahead of legacy programmatic tools. This delivers a clear, measurable advantage that sets us apart.

 

Second, we're showcasing a more intuitive new user experience by integrating it across all sales and marketing channels, thereby boosting awareness and easing adoption. Rich will dive deeper into this enhanced IntentKey during his products and technology session.

 

My Goal is to take what are the most innovative and performative products in AdTech and scale them to the next level. I was recently reviewing an independent analysis of performance within one of our largest clients. This study concluded that Inuvo had achieved 20–40% higher efficiency compared to legacy ID-based solutions and a staggering incremental return of 400%-600% across Connected Television and Display Advertising.

 

Thanks to a great product and a sharpened go-to-market strategy, our current pipeline already features a number of high-profile brands that represent substantial future potential.

 

With that let me now turn it back over to Rich to discuss Product and Technology activities:

 

Thank you, Rob. As I mentioned in my opening remarks, our Platform business maintained stable performance in Q3 and while the focus shifted briefly to prioritizing advertising compliance and quality, the operations team took this opportunity to expand the network through a mix of new site additions and improved engagement across our existing network. This will help us safely fulfill the backlog of demand that is growing within the Platforms product line.

 

 
8

 

 

 

Inuvo, Inc.

 

Q3 2025

 

November 6, 2025

 

In today’s advertising environment, advertising integrity is finally becoming a strategic advantage. This Platform client has now implemented more stringent policies that reward trusted, high-quality suppliers—exactly the standard Inuvo was built to exceed.

  

Our consistent investment in quality has positioned us not just to benefit from this shift, but to help define it and this was evident in our ability to implement complex technical changes that quickly met the needs of our client.

 

That brings me to a critical innovation we have introduced within Platforms which we have called Ranger.

 

Ranger is a next-generation compliance and quality capability embedded within our Platforms solution. It leverages advanced AI to ensure every ad creative we deliver is aligned with the post-click experience. In a market where generative AI has drastically accelerated the speed and volume of ad production, this alignment has become more difficult—and more essential—than ever.

 

Whether it’s a headline, an image, or a video, Ranger analyzes the creative content and compares it to the landing page the media asset is promoting, validating that the message is accurate and aligned.

 

 
9

 

 

 

Inuvo, Inc.

 

Q3 2025

 

November 6, 2025

 

This protects the user, the advertiser, and our client. It prevents misleading content from slipping through and gives our clients full confidence that the Ads Inuvo is serving exceeds policy standards—and more importantly, consumer expectations.

 

Let me be clear; Ranger was purpose-built to combat one of the fastest-growing threats in digital advertising—creative and media misalignment that can lead, often inadvertently, to fraud. And it’s working.

 

Today, we use Ranger internally to safeguard our own campaigns, but its broader application is substantial. Ad-buying platforms, networks, and major brands are increasingly in need of real-time assurance that their creative assets won’t be flagged, penalized, or worse—cause harm to their reputation.

 

The future of advertising demands trust. It demands alignment between message and experience. And it demands that AI not just automate, but account.

  

With Ranger now deployed within Platforms, we have both product lines supported by sophisticated artificial intelligence that aligns around a simple premise – That the reasons why people are interested in the Ads should align with the reasons why audiences consume content within which the Ads are shown.

 

 
10

 

 

 

Inuvo, Inc.

 

Q3 2025

 

November 6, 2025

 

Ranger is already opening new Platform opportunities. Recently, we co-hosted a joint webinar with TikTok’s product, policy and go-to-market teams that has already resulted in over 15 new media-buying prospects.

 

In the third quarter, we also continued to advance the technologies that power the Intentkey and our Agencies & Brands product line and in so doing have reinforce INUVO’s position as the market leader for proprietary large language, generative AI purpose-built for advertising.

 

We recently launched a completely redesigned audience discovery portal that further cements our leadership in this AI-powered ad technology. We now provide next-day predictive indicators for audience size and sentiment trends, offering clients early signals on likely audience intent shifts.

 

Our new Trending Geographical Map visualizes emerging consumer intent across the top 10 U.S. states, supporting geographically informed creative and media decisions.

 

We also completely reimagined how a consumer’s intent changes as they journey from passive interest through active consideration. Furthermore, we introduced multi-segment audience modeling, where the Intentkey now automatically generates up to three unique audience subgroups with individual summaries and performance percentages.

 

Finally, we enriched our demographic insights by re-training our AI on the latest U.S. Census data and once again, in an industry first, have aligned this data not with people but rather with Concepts, and in the process have made our proprietary IntentKey signals even more powerful.

 

 
11

 

   

Inuvo, Inc.

 

Q3 2025

 

November 6, 2025

   

For Agencies & Brands clients, our campaign performance metric came in at 45% above average client KPIs within the quarter and while Agencies & Brands margins declined slightly, this was a result of the scaling of our largest services clients as mentioned in my opening remarks.

 

The strategic foundation we’ve laid is paying off. The self-serve business continues to gain momentum. These enhancements we’ve introduced make it easier and faster for clients to harness the full power of our AI.

 

At this time, I would now like to turn the call over to Wally for a more detailed assessment of our financial performance within the quarter.

 

Wally Ruiz (CFO) Remarks:

 

Thank you, Rich. Good afternoon, everyone, and thank you for joining us today. I’m pleased to share our financial results for the third quarter of 2025.

 

Revenue for the quarter was $22.6 million, representing a 1% increase year-over-year. This growth was driven by increased demand from our Agencies & Brands clients.

 

Platform revenue was $18.7 million, down from $18.8 million last year. As Rich previously mentioned, we slowed the scaling of our largest Platform client during the quarter to complete the development required by our client.

 

 
12

 

 

 

Inuvo, Inc.

 

Q3 2025

 

November 6, 2025

 

However, partially offsetting this decline, our second largest Platform client continued to ramp the new campaign introduced in Q4 of last year and yielded a fourfold increase in revenue.

 

Revenue from Agencies & Brands totaled approximately $3.9 million for the quarter, a 7% increase over last year. We onboarded 23 new clients in Q3 as mentioned; we have 44 clients using our self-service product. These self-serve clients represent future growth potential with the benefit of being our highest margin product offering.

 

Cost of revenue increased to $6 million, up from $2.6 million in Q3 2024. This was driven by the new campaign with the Platform client I mentioned. Unlike other Platform clients where their cost is reported as a marketing cost, the campaign with this client is accounted for as a cost of revenue.

 

Our cost of revenue is primarily payments to website publishers and app developers who host our ads, as well as media costs for our Agencies & Brands clients.

 

Gross profit was $16.6 million compared to $19.8 million in the same quarter last year. Gross margin declined to 73.4% from 88.4%, which we anticipated due to accounting required for the new campaign mentioned in my cost of revenue discussion.

 

 
13

 

 

 

Inuvo, Inc.

 

Q3 2025

 

November 6, 2025

 

Operating expenses totaled $18.2 million, down 16% year-over-year. The largest driver of lower operating expense was $3.6 million lower marketing costs associated with the lower revenue from our largest Platform client.

 

Compensation expense increased by $39 thousand in this year’s quarter compared to last year primarily due to accruing a separation expense. Headcount remained stable at 80 employees at quarter-end, versus 82 a year ago. G&A expenses increased $110 thousand, largely due to the absence of a $100 thousand allowance reversal recorded in Q3 of last year.

 

Other income was $48 thousand, compared to zero in the same period last year and Net financing expense was $114 thousand compared to $101 thousand a year ago.

 

Adjusted EBITDA was a loss of $670 thousand, compared to a loss of $357 thousand in Q3 2024.

 

Net loss narrowed to $1.7 million, or $0.12 per share, versus $2 million, or $0.15 per share, in the year-ago period.

 

We ended the quarter with $3.4 million in cash and cash equivalents and with the same amount withdrawn from our $10 million line of credit.

 

With the available borrowing capacity, we believe we have ample flexibility for continued investment and support for our operational needs.

 

 
14

 

  

Inuvo, Inc.

 

Q3 2025

 

November 6, 2025

 

Now, I’d like to turn the call back to Rich for closing remarks.

 

Richard Howe (CEO) Closing Comments:

 

Thanks Wally. In Q3, we delivered $22.6 million in revenue—flat year-over-year, however we remain up 25% through the first nine months. We deliberately slowed growth from our largest Platform client to complete a major compliance upgrade, including the launch of Ranger, our new AI-driven ad quality system. This investment strengthens our foundation and positions us for sustained, scalable growth.

 

Operationally, we’re shifting upstream—targeting larger, brand-direct deals while continuing to scale our high-margin, self-serve IntentKey product, now used by major brands. We’re also seeing increased adoption of our Predictive Media Mix Modeling, which is becoming a key entry point for a broader Intentkey engagement, and we completed a series of enhancements to the self-serve portal.

 

Despite the pause in Platform growth, demand remains strong. Our top five Agency & Brands clients are projected to grow over 65% this year, we have a major government contract delayed but pending, and we expect a cash payout in Q1 2026 related to a settled class action lawsuit. We remain optimistic on achieving our 2025 goals and are building real separation in a transforming AdTech market.

 

I will now turn the call over to the operator for questions. Operator?

 

Richard Howe Final Comments:

 

I would like to thank everyone who joined us on today’s call. We appreciate your continued interest in our company.

 

 
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