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Cardlytics, Inc. (CDLX) SEC Filings, Mar-Apr 2026

CDLX NASDAQ

Cardlytics filings document a Nasdaq-listed commerce media company's operating results, governance, capital structure, and material events. Form 8-K reports furnish quarterly and annual results, conference-call materials, cost-reduction actions, leadership and compensatory arrangements, and securities information for the company's common stock listed under CDLX.

The filing record also includes disclosure on the completed divestiture of Bridg, including the asset-sale closing and related unaudited pro forma financial statements. Proxy materials cover board matters, shareholder voting items, executive compensation, equity awards, and related governance disclosures for the company’s commerce media business.

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Cardlytics, Inc. Chief Legal & Privacy Officer Lynton Nicholas Hollmeyer exercised restricted stock units into 85,290 shares of common stock on April 1, 2026. He then sold 40,296 shares at a weighted average price of $0.99 solely to cover tax withholding obligations, and now directly holds 167,856 shares.

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CDLX reported a Form 144 notice to sell 54,225 shares of Common Stock. The filing lists these shares as "Restricted Stock Vesting" issued on 04/01/2026 in connection with Compensation. The excerpt also lists multiple sales by Amit Gupta during the past three months, showing individual sale dates and share counts.

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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.

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CDLX notified a Rule 144 notice for proposed resale of 62,549 shares of Common Stock. The filing lists the securities as resulting from Restricted Stock Vesting dated 03/31/2026 and classifies the transaction as compensation. The excerpt also reports prior dispositions by Amit Gupta totaling 102,015 shares across three trades in January–February 2026 with dollar proceeds shown per trade.

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Cardlytics, Inc. is soliciting proxies for its Annual Meeting on May 20, 2026 to elect three Class II directors, ratify Deloitte & Touche LLP as auditors, seek stockholder approval for a board‑determined reverse stock split at a ratio of 1:5 to 1:15 (with corresponding authorized shares reduction), and hold an advisory vote on named executive officer compensation. The record date is March 25, 2026 and there were 55,070,709 shares outstanding on that date. Proxy materials and voting instructions will be furnished primarily via the Internet.

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CDLX — Notice of proposed resale of 50,000 shares of Common Stock. The filing lists 50,000 common shares tied to a Restricted Stock Vesting event dated 08/14/2024 with the issuer shown as the source and the transaction labeled Compensation.

The form records a recent sale of 8,607 shares on 01/05/2026 for $10,072.77. The filing identifies a brokerage account at Fidelity Brokerage Services and shows a filing date of 03/25/2026 on NASDAQ-listed securities.

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Cardlytics, Inc. has completed the sale of its Bridg platform business to PAR Technology Corporation, transferring assets and rights primarily related to Bridg to PAR’s subsidiary DB Sub, LLC. As consideration, Cardlytics received 1,810,222 shares of PAR common stock, reflected as $25.4 million of stock in the pro forma adjustments.

Bridg is now treated as a discontinued operation, and Cardlytics has filed unaudited pro forma condensed consolidated financial statements for 2023–2025. On a pro forma basis for 2025, revenue from continuing operations is $212.3 million versus historical $233.3 million, and the net loss from continuing operations narrows to $91.5 million from $103.5 million. For 2024, the pro forma net loss from continuing operations is $40.4 million, compared with a historical net loss of $189.3 million, largely due to removing Bridg-related impairment charges.

The company estimates a $13.9 million gain on the transaction, based on the stock consideration, expected transaction costs of about $1.6 million, and Bridg net assets of approximately $9.9 million as of December 31, 2025. Management emphasizes that these pro forma figures and the gain estimate are preliminary and provided for illustrative purposes only.

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Cardlytics, Inc. reports 2025 results showing revenue of $233.3 million, down 16.2% from $278.3 million in 2024, and billings of $385.0 million, down 13.3%. Net loss narrowed to $103.5 million from $189.3 million, and accumulated deficit reached $1.4 billion.

The company remains heavily dependent on its Cardlytics commerce media platform and a small group of large financial institution partners such as Chase and Wells Fargo. Its relationship with Bank of America, one of its top three partners, ended in February 2026 after a non‑renewal notice in 2025.

Cardlytics has agreed to sell substantially all assets of its Bridg data platform to an affiliate of PAR Technology, subject to closing conditions, which would leave future revenue and billings solely tied to the Cardlytics platform. Management highlights macroeconomic risks, rising tariffs, competitive pressures and cybersecurity threats, while emphasizing its large-scale purchase data, proprietary analytics and network effects as key competitive strengths.

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Cardlytics reported fourth-quarter and full-year 2025 results showing sharp top-line pressure but better profitability and cash flow. Q4 revenue was $56.1 million, down 24.2% year over year, while full-year revenue was $233.3 million, down 16.2%. Q4 net loss narrowed to $8.3 million from $15.6 million, and full-year net loss improved to $103.5 million from $189.3 million. Non-GAAP metrics strengthened: Q4 adjusted EBITDA rose to $8.5 million and full-year adjusted EBITDA to $10.1 million, with free cash flow improving to $10.5 million in Q4 and to a smaller full-year outflow of $6.5 million. MQUs grew to 227.0 million in Q4 and 224.2 million for 2025, but ACPU declined to $0.12 in Q4 and $0.50 for the year. Guidance for Q1 2026 signals significant year-over-year declines in Billings, revenue and adjusted contribution, with adjusted EBITDA expected to be negative.

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Gupta Amit reported acquisition or exercise transactions in this Form 4 filing.

Cardlytics, Inc. Chief Executive Officer Amit Gupta received an equity grant of 1,500,000 restricted stock units (RSUs). Each RSU represents a contingent right to receive one share of Cardlytics common stock at no purchase price.

The RSU award will vest in equal amounts quarterly over a two-year period through April 1, 2028, as long as Gupta remains employed by Cardlytics on each vesting date. This award increases his directly held RSUs to 1,500,000, further tying his compensation to the company’s future share performance.

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FAQ

How many Cardlytics (CDLX) SEC filings are available on StockTitan?

StockTitan tracks 89 SEC filings for Cardlytics (CDLX), including 10-K annual reports, 10-Q quarterly reports, 8-K current reports, and Form 4 insider trading disclosures. Each filing includes AI-generated summaries, impact scoring, and sentiment analysis.

When was the most recent SEC filing for Cardlytics (CDLX)?

The most recent SEC filing for Cardlytics (CDLX) was filed on April 2, 2026.