Item 1.01 Entry into a Material Definitive Agreement.





On April 1, 2020, Inuvo, Inc. entered into Subscription Agreements (the
"Subscription Agreements") with certain investors pursuant to which we agreed to
issue and sell an additional 1,400,285 shares of our common stock at a price of
$0.175 per share in a previously announced registered direct offering (the
"Offering"). The aggregate gross proceeds from the final closing of sales in the
Offering are expected to be $245,050. We expect to this final closing to occur
on April 2, 2020, subject to the satisfaction of customary closing conditions
contained in the Subscription Agreements. No underwriter or placement agent
participated in the Offering.

The shares of common stock in the Offering were offered pursuant to a shelf
registration statement (File No. 333-220317) which was declared effective by the
United States Securities and Exchange Commission ("SEC") on September 8, 2017. A
prospectus supplement relating to the final closing of the Offering will be
filed by Inuvo with the SEC. When filed with the SEC, copies of the prospectus
supplement and the accompanying base prospectus relating to the Offering may be
obtained at the SEC's website at www.sec.gov or from Inuvo, Inc., 500 President
Clinton Boulevard, Suite 300, Little Rock, Arkansas 72201, Attention: Investor
Relations.

The foregoing description of the form of Subscription Agreements does not
purport to be complete and is qualified in its entirety by reference to the form
of Subscription Agreement, a copy of which is filed as Exhibit 10.1 hereto and
is incorporated herein by reference.


Item 8.01 Other Events.




On April 1, 2020 Inuvo issued a press release relating to the final closing of
the Offering. A copy of the press release is furnished as Exhibit 99.1 to this
Current Report on Form 8-K and incorporated herein by reference.

Item 9.01 Financial Statements and Exhibits.





(d)  Exhibits.

                                                      Incorporated by Reference             Filed or
                                                                                            Furnished
No.    Exhibit Description                            Form      Date Filed      Number      Herewith



5.1    Opinion of Pearlman Law Group LLP                                                    Filed
10.1   Form of Subscription Agreement                                                       Filed
99.1   Press release dated April 1, 2020                                                    Furnished

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