Insider Amit Gupta plans CDLX (NASDAQ: CDLX) share sale

Rhea-AI Filing Summary

Amit Gupta filed a notice of proposed sale of CDLX common stock under Rule 144. The filing covers up to 52,049 common shares to be sold through Fidelity Brokerage Services on or about 02/17/2026 on the NASDAQ, with an aggregate market value of $46,969.02 at the time of the notice.

The 52,049 shares were acquired from the issuer on 02/13/2026 via restricted stock vesting as compensation. The notice also reports that Gupta sold 5,807 common shares on 01/05/2026 for gross proceeds of $6,795.93. Shares of the issuer outstanding were 54,056,548 when the notice was prepared.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Fidelity Brokerage Services LLC 900 Salem Street Smithfield RI 02917	52049	46969.02	54056548	02/17/2026	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	02/13/2026	Restricted Stock Vesting	Issuer			52049	02/13/2026	Compensation

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
Amit Gupta 675 Ponce de Leon Ave. NE Suite 4100 Atlanta GA 30308	Common	01/05/2026	5807	6795.93

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the CDLX Form 144 filed by Amit Gupta disclose?

The Form 144 shows Amit Gupta’s intent to sell up to 52,049 CDLX common shares. The planned sale, through Fidelity on NASDAQ, had an aggregate market value of about $46,969 at the time of the notice, based on the figures disclosed.

How many CDLX shares does Amit Gupta plan to sell under Rule 144?

The notice covers a proposed sale of 52,049 CDLX common shares. These shares are to be sold through Fidelity Brokerage Services on or about February 17, 2026, according to the approximate sale date listed in the filing.

How did Amit Gupta acquire the CDLX shares listed on the Form 144?

The 52,049 CDLX shares were acquired on February 13, 2026, via restricted stock vesting. The transaction is described as compensation from the issuer, meaning the shares came from an equity award rather than an open‑market purchase.

What prior CDLX stock sales by Amit Gupta are reported in the Form 144?

The filing reports that Amit Gupta sold 5,807 CDLX common shares on January 5, 2026. Those earlier sales generated gross proceeds of $6,795.93, and are included to show securities sold during the past three months.

How many CDLX shares were outstanding when Amit Gupta filed the Form 144?

The notice states that 54,056,548 CDLX common shares were outstanding. This figure provides context for the size of the proposed 52,049‑share sale relative to the total share count at the time the form was prepared.

On which exchange and through which broker will the CDLX shares be sold?

The proposed sale is to be executed through Fidelity Brokerage Services LLC. The Form 144 lists NASDAQ as the securities exchange where the CDLX common shares are expected to be sold around February 17, 2026.