Cardlytics, Inc. 8-K

What Happened
Cardlytics, Inc. (CDLX) filed an 8-K on May 12, 2026, reporting that Nick Lynton, Chief Legal and Privacy Officer, notified the company on May 10, 2026 of his intent to resign. His resignation is effective on the earlier of the appointment of his successor or the close of business on July 3, 2026. The company and Mr. Lynton entered a Transition Agreement that replaces his August 8, 2022 separation pay agreement and governs his duties, pay and post-employment payments.

Key Details

• Resignation notice date: May 10, 2026; effective no later than July 3, 2026 (or upon successor appointment).
• Continued employment: Mr. Lynton will provide services through the Effective Date and will receive his current base salary and benefits until employment ends.
• Separation payments: $380,000 lump sum (conditional on compliance and signing a Release Agreement) plus reimbursement of COBRA premiums for up to 12 months (subject to criteria).
• Additional payment: $70,320.21 to be paid and expected in Q1 2027. The Transition Agreement will be filed as an exhibit to the company’s Form 10-Q for the quarter ending June 30, 2026.

Why It Matters
This is a leadership change in Cardlytics’ legal and privacy function, which oversees compliance and data/privacy risk — areas important to regulators and merchants. The reported payments total roughly $450,320.21 (subject to conditions and timing), which is a one-time cash obligation tied to Mr. Lynton’s departure and a signed release; otherwise ongoing compensation continues through the transition. Investors should note the operational and compliance continuity described (transition services and advisory role) and watch the upcoming 10-Q for the Transition Agreement details.