Cardlytics CEO sells shares after RSU conversions
Cardlytics, Inc. director and CEO Amit Gupta reported a mix of RSU conversions and open-market sales of Common Stock.
Rhea-AI Filing Summary
Cardlytics, Inc. director and CEO Amit Gupta reported a mix of RSU conversions and open-market sales of Common Stock. On July 1, 2026, he converted 18,750 and 12,500 Restricted Stock Units into the same number of Common Stock shares at a conversion price of $0.00 per share. On July 2, 2026 and July 6, 2026, he then sold 6,498 and 9,640 Common Stock shares, respectively, at weighted average prices of about $4.40 per share. Following these transactions, Gupta directly holds 113,850 Common Stock shares. The filing notes a 1-for-10 reverse stock split effective June 5, 2026, and explains that RSU awards continue to vest in scheduled quarterly installments through April 1, 2027 and April 1, 2028, subject to ongoing employment.
Positive
- None.
Negative
- None.
Insider Trade Summary
Exercise and sale activity reported; no spread calculated
Exercise and Sale
6 txns
Insider
Gupta Amit
Role
Chief Executive Officer
Sold
16,138 shs ($71K)
Approx. gross sale proceeds
$71K
Approx. exercise cost
$0.00
| Type | Security | Shares | Price | Value |
|---|---|---|---|---|
| Sale | Common Stock | 9,640 | $4.394 | $42K |
| Sale | Common Stock | 6,498 | $4.395 | $29K |
| Exercise | Restricted Stock Units | 12,500 | $0.00 | $0.00 |
| Exercise | Restricted Stock Units | 18,750 | $0.00 | $0.00 |
| Exercise | Common Stock | 12,500 | $0.00 | $0.00 |
| Exercise | Common Stock | 18,750 | $0.00 | $0.00 |
Holdings After Transaction:
Restricted Stock Units — 168,750 contracts (Direct);
Common Stock — 113,850 shares (Direct)
Footnotes (6)
- F1. Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.
- F2. Effective June 5, 2026, the Issuer effected a 1-for-10 reverse stock split of the Issuer's common stock. The number of securities reported herein have been adjusted to reflect the reverse stock split.
- F3. The price reported is a weighted average sales price. These shares were sold in multiple transactions at prices ranging from $4.260 to $4.540, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (3).
- F4. The price reported is a weighted average sales price. These shares were sold in multiple transactions at prices ranging from $4.280 to $4.510, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote (4).
- F5. 50% of the shares underlying the RSU award vested on April 1, 2026, with the remaining 50% vesting in equal amounts quarterly over a one-year period through April 1, 2027, provided that the Reporting Person remains employed by the Issuer on such vesting dates.
- F6. The RSU award will vest in equal amounts quarterly over a two-year period through April 1, 2028, provided that the Reporting Person remains employed by the Issuer on such vesting dates.
Key Figures
Shares sold July 2, 2026: 6,498 shares at $4.395/share
Shares sold July 6, 2026: 9,640 shares at $4.394/share
RSU conversions July 1, 2026: 18,750 and 12,500 RSUs at $0.00
+2 more
5 metrics
Shares sold July 2, 2026
6,498 shares at $4.395/share
Open-market sale of Common Stock
Shares sold July 6, 2026
9,640 shares at $4.394/share
Open-market sale of Common Stock
RSU conversions July 1, 2026
18,750 and 12,500 RSUs at $0.00
RSUs converted into Common Stock
Post-transaction holdings
113,850 shares
Common Stock held directly after transactions
Reverse stock split ratio
1-for-10
Effective June 5, 2026; share amounts adjusted
Key Terms
Restricted Stock Units, reverse stock split, weighted average sales price, vesting, +1 more
5 terms
Restricted Stock Units financial
"Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock."
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
reverse stock split financial
"Effective June 5, 2026, the Issuer effected a 1-for-10 reverse stock split of the Issuer's common stock."
A reverse stock split reduces a company's number of outstanding shares while raising the price per share proportionally, so the total value of each investor's holding is unchanged; a 1-for-10 split turns 100 shares worth $1 each into 10 shares worth $10 each. Companies often do this to regain compliance with an exchange's minimum price rule or to attract investors who avoid very low-priced stocks.
weighted average sales price financial
"The price reported is a weighted average sales price. These shares were sold in multiple transactions at prices ranging from $4.260 to $4.540, inclusive."
vesting financial
"50% of the shares underlying the RSU award vested on April 1, 2026, with the remaining 50% vesting in equal amounts quarterly over a one-year period"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.
derivative exercise/conversion financial
"transaction_action: "derivative exercise/conversion" for RSUs converting into Common Stock"
FAQ
What insider transactions did Cardlytics (CDLX) CEO Amit Gupta report?
Amit Gupta reported converting Restricted Stock Units into Common Stock and selling shares in the open market. He exercised 31,250 RSU-linked shares on July 1, 2026, then sold 6,498 shares on July 2 and 9,640 shares on July 6 at around $4.40 each.
What RSU activity is disclosed for Cardlytics (CDLX) CEO Amit Gupta?
The filing shows Gupta converted 18,750 and 12,500 Restricted Stock Units into the same number of Common Stock shares on July 1, 2026. Footnotes explain each RSU represents one share and that awards vest in scheduled quarterly installments over multi-year periods.
How did Cardlytics’ June 2026 reverse stock split affect these Form 4 numbers?
Cardlytics effected a 1-for-10 reverse stock split on June 5, 2026. The Form 4 notes that all share amounts reported, including RSUs and Common Stock, have been adjusted to reflect this split, helping investors compare positions on a consistent share basis.
What are the vesting schedules for the Cardlytics (CDLX) CEO’s RSU awards?
One RSU award vested 50% on April 1, 2026, with the remaining 50% vesting quarterly through April 1, 2027. Another award vests in equal quarterly installments over two years through April 1, 2028, contingent on Gupta’s continued employment with Cardlytics.
AI-generated analysis. How Rhea-AI works. Not financial advice.
