Fluent, Inc. 10-Q

Item 4. Controls and Procedures.   Evaluation of Disclosure Controls and Procedures   Our management, with the participation of the Company's Chief Executive Officer and Interim Chief Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act") as of June 30, 2023. We maintain disclosure controls and procedures that are designed to provide reasonable assurance that information required to be disclosed in our reports filed or submitted under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC's rules and forms and that such information is accumulated and communicated to our management, including the Company's Chief Executive Officer and Interim Chief Financial Officer, as appropriate, to allow for timely decisions regarding required disclosure. Our management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving their objectives and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures.   Based on the evaluation of disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act), the Company's Chief Executive Officer and Interim Chief Financial Officer carried out an evaluation of the effectiveness of the Company's disclosure controls and procedures as of June 30, 2023 and concluded they were not effective as of that date. Based on this evaluation, they concluded our procedures were not effective due to the identification of a material weakness in internal control over financial reporting relating to our ability to timely account for non-routine, non-recurring, unusual or complex financial transactions. As a result, the Company performed additional analysis deemed necessary to ensure that our financial statements included in this Quarterly Form 10-Q fairly represent in all material respects our financial condition, results of operations and cash flows at and for the periods presented in accordance with GAAP .   Remediation Efforts to Address Material Weakness   With the oversight of the Audit Committee of the Board of Directors, we are in the process of developing a remediation plan that will enhance our processes for timely identifying and determining the proper accounting for non-routine, non-recurring, unusual or complex transactions.   Changes in Internal Control Over Financial Reporting   Except as noted above, there were no changes to our internal control over financial reporting during this quarter ended June 30, 2023 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.   34 Table of Contents   PART II - OTHER INFORMATION