CDLX (NASDAQ: CDLX) files Form 144 for 40,296-share resale tied to vesting

Rhea-AI Filing Summary

CDLX Form 144 lists a proposed resale of 40,296 shares of Common Stock tied to Restricted Stock Vesting dated 03/31/2026. The filing also shows a prior sale of 6,253 shares by Nicholas H. Lynton on 01/05/2026 and references 55,054,268 in a column dated 04/01/2026.

Insights

Corporate Governance Analyst

Routine affiliate resale notice tied to vested restricted shares.

The Form 144 entry documents a planned resale of 40,296 shares arising from restricted stock vesting on 03/31/2026. This is a standard disclosure for an affiliate seeking to sell vested compensation shares.

Cash‑flow treatment and specific trading method are not detailed in the excerpt; subsequent transaction timing and execution method will be determined by the selling person and market arrangements.

Key Figures

Proposed resale: 40,296 shares Prior sale (past 3 months): 6,253 shares Vesting date: 03/31/2026 +1 more

4 metrics

Proposed resale 40,296 shares listed under Securities To Be Sold, 03/31/2026

Prior sale (past 3 months) 6,253 shares sold by Nicholas H. Lynton on 01/05/2026

Vesting date 03/31/2026 Restricted Stock Vesting (basis for resale)

Referenced figure 55,054,268 appears in securities row dated 04/01/2026

Key Terms

Form 144, Restricted Stock Vesting, Issuer

3 terms

Form 144 regulatory

"144: Securities To Be Sold"

Form 144 is a document that investors must file with the government when they plan to sell a large number of shares of a company's stock. It helps ensure transparency so everyone knows how many shares are being sold and when, which can impact the stock's price.

Restricted Stock Vesting financial

"Restricted Stock Vesting | Issuer | 03/31/2026"

Restricted stock vesting is the timetable and conditions under which shares granted to employees or insiders become fully owned and can be sold, typically requiring continued work or meeting performance goals. It matters to investors because large blocks of shares can become tradable at once, which can change share supply and price, and because vesting aligns insiders’ incentives with the company’s long‑term performance—think of it like a timed unlock that both rewards and locks in key people.

Issuer regulatory

"Restricted Stock Vesting | Issuer"

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

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	40296	39889.02	55054268	04/01/2026	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	03/31/2026	Restricted Stock Vesting	Issuer			40296	03/31/2026	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
Nicholas H. Lynton 675 Ponce de Leon Ave. NE Suite 4100 Atlanta GA 30308	Common	01/05/2026	6253	7317.89

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 CDLX's Form 144 disclose about the shares to be sold?

The filing discloses a proposed resale of 40,296 shares of Common Stock tied to restricted stock vesting on 03/31/2026. The notice identifies the sale reason as Restricted Stock Vesting and lists related transaction details.

Who sold shares recently for CDLX and how many were sold?

Nicholas H. Lynton is shown as having sold 6,253 shares on 01/05/2026. The Form 144 includes this past three‑month sale entry alongside the proposed resale tied to vesting.

Does the Form 144 state when the restricted shares vested for CDLX?

Yes, the filing ties the resale to Restricted Stock Vesting dated 03/31/2026. That vesting date is the stated basis for the shares listed for proposed resale in the Form 144 excerpt.

What does the number 55,054,268 represent in the filing excerpt?

The excerpt shows 55,054,268 adjacent to a column dated 04/01/2026. The filing excerpt does not include a descriptive label for that figure within the provided text beyond its placement in the securities information row.

Will the company receive proceeds from the sale described in the Form 144?

The Form 144 excerpt indicates the shares are being resold by an affiliate following vesting; it does not state proceeds recipients explicitly. The filing text provided does not specify whether proceeds go to the issuer or the selling holder.