Klinck John L. Jr. 4

What Happened
John L. Klinck Jr., a director of Cardlytics (CDLX), had 11,000 restricted stock units (RSUs) vest and convert into 11,000 shares on May 20, 2026 (reported acquisition price $0). The filing also reports a contemporaneous disposal of 11,000 shares on the same date. Transaction codes show an award/grant (A) and exercise/conversion (M); the Form 4 reports $0 as the acquisition price and $0 as the value of the disposed shares.

Key Details

• Transaction date(s): May 20, 2026; Form 4 filed May 21, 2026 (appears timely).
• Reported prices/values: acquisition price $0.00 per share; reported total $0 for both acquisition and disposition on the form.
• Shares involved: 11,000 RSUs vested/converted to 11,000 shares; 11,000 shares were disposed the same day.
• Shares owned after transaction: Not specified in the provided filing excerpt.
• Relevant footnotes:
  • F1: Each RSU equals a contingent right to one share (or cash equivalent at issuer’s election).
  • F2: RSUs were scheduled to vest in full on the one-year anniversary if Klinck remained a director.
  • F3: The RSUs vested in full on the one-year anniversary of the grant.
• Filing timeliness: Filed one day after the transaction date (May 21 for a May 20 transaction), which is typical for Form 4 reporting.

Context
RSUs are a form of equity award that convert into shares (or cash) when they vest; here the RSUs vested and were converted (exercise/conversion code M). The filing shows the shares were disposed the same day they converted; the Form 4 does not state the reason for the disposition (examples include sale, transfer, or tax withholding), so no inference about Klinck’s market view should be drawn from the disposition alone.