Inuvo, Inc. — Proxy Solicitation & Information Statement 2017

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

SCHEDULE 14A INFORMATION

Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

(Amendment No. __)

EFPlaceholder Filed by the Registrant ☑

Filed by a Party other than the Registrant ☐

Check the appropriate box:

☐ Preliminary Proxy Statement

☐ Confidential, For Use of the Commission Only (As Permitted by Rule 14a-6(e)(2))

☐ Definitive Proxy Statement

☑ Definitive Additional Materials

☐ Soliciting Material under Rule 14a-12

| INUVO,
INC. |
| --- |
| (Name of Registrant as Specified In Its Charter) |
| (Name of Person(s) Filing Proxy Statement, if other than the
Registrant) |

Payment of Filing Fee (Check the appropriate box):

☑ No fee required

☐ Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.

(1) Title of each class of securities to which transaction applies:

(2) Aggregate number of securities to which transaction applies:

(3) Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):

(4) Proposed maximum aggregate value of transaction:

(5) Total fee paid:

☐ Fee paid previously with preliminary materials.

☐ Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the form or schedule and the date of its filing.

(1) Amount Previously Paid:

(2) Form, Schedule or Registration Statement No.:

(3) Filing Party:

(4) Date Filed:

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| IMPORTANT NOTICE REGARDING THE
AVAILABILITY OF PROXY MATERIALS for the Annual Meeting of Stockholders | |
| --- | --- |
| DATE: | June 19, 2017 |
| TIME: | 9:00 a.m. local time |
| LOCATION: | 500 President Clinton Avenue, Suite 300, Little Rock, Arkansas
72201 |

| HOW TO REQUEST PAPER COPIES OF OUR
MATERIALS — ● | ● | ● | ● |
| --- | --- | --- | --- |
| PHONE: Call toll free 1-866-752-8683 | FAX: Send this card to 202-521-3464 | INTERNET: https://www.iproxydirect.com/INUV and follow the on-screen instructions. | EMAIL: [email protected]. Include your Control ID in your email. |
| This communication
represents a notice to access a more complete set of proxy
materials available to you on the Internet. We encourage you to
access and review all of the important information contained in the
proxy materials before voting. The proxy statement is available
at: https://www.iproxydirect.com/INUV | | | |
| If you want to receive a paper copy of the proxy materials you must
request one. There is no charge to you for requesting a copy. To
facilitate timely delivery please make the request, as instructed
above, before June 1, 2017. | | | |
| you may enter your voting
instructions at https://www.iproxydirect.com/INUV until 11:59 pm eastern time June 18, 2017. | | | |
| The purposes of
this meeting are as follows: | | | |
| 1. The election of two Class III directors; 2. The ratification of the appointment of Mayer Hoffman McCann P.C. as
our independent registered public accounting firm; 3. Adoption of the 2017 Equity Compensation Plan; and 4. any other business as my properly come before the
meeting. | | | |
| Pursuant to Securities and Exchange Commission rules, you are
receiving this Notice that the proxy materials for the Annual
Meeting are available on the Internet. Follow the instructions
above to view the materials and vote or request printed
copies. The board of directors has fixed the close of business on April 27,
2017 as the record date for the determination of stockholders
entitled to receive notice of the Annual Meeting and to vote the
shares of our common stock, par value $.001 per share, they held on
that date at the meeting or any postponement or adjournment of the
meeting. | | | |
| The Board of Directors recommends that you vote ëforí all
proposals above. | | | |
| Please note – This is not a Proxy Card - you cannot vote by
returning this card | | | |

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Inuvo, Inc.

SHAREHOLDER SERVICES

500 Perimeter Park Drive Suite D

Morrisville NC 27560

TIME SENSITIVE SHAREHOLDER INFORMATION ENCLOSED

IMPORTANT SHAREHOLDER INFORMATION

YOUR VOTE IS IMPORTANT

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