4//SEC Filing
Gupta Amit 4
Accession 0001666071-25-000131
CIK 0001666071other
Filed
Aug 18, 8:00 PM ET
Accepted
Aug 19, 6:44 PM ET
Size
15.0 KB
Accession
0001666071-25-000131
Insider Transaction Report
Form 4
Cardlytics, Inc.CDLX
Gupta Amit
DirectorChief Executive Officer
Transactions
- Exercise/Conversion
Common Stock
2025-08-18+125,000→ 503,704 total - Exercise/Conversion
Common Stock
2025-08-18+125,000→ 628,704 total - Sale
Common Stock
2025-08-18$1.13/sh−68,260$76,793→ 560,444 total - Sale
Common Stock
2025-08-19$1.12/sh−68,685$76,790→ 491,759 total - Exercise/Conversion
Restricted Stock Units
2025-08-16−125,000→ 250,000 total→ Common Stock (125,000 underlying) - Exercise/Conversion
Restricted Stock Units
2025-08-16−125,000→ 250,000 total→ Common Stock (125,000 underlying)
Footnotes (6)
- [F1]Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock of the Issuer, or at the election of the Issuer, its cash equivalent.
- [F2]Shares were sold solely to satisfy tax withholding obligations that resulted from the delivery of shares of common stock for RSUs that vested on August 18, 2025. The Reporting Person did not sell shares for any other purpose.
- [F3]The price reported is a weighted average sales price. These shares were sold in multiple transactions at prices ranging from $1.075 to $1.19, 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 footnotes (3) and (4) in this Form 4.
- [F4]The price reported is a weighted average sales price. These shares were sold in multiple transactions at prices ranging from $1.085 to $1.155, inclusive.
- [F5]The RSU award is for 500,000 shares that were granted on August 21, 2024. The RSUs will vest and have vested in four installments over a period of 24 months following August 16, 2024, the date the Reporting Person assumed the role of Chief Executive Officer, with 25% of the RSUs vesting on each of the six-, twelve-, eighteen- and twenty-four-month anniversaries, provided that the Reporting Person remains employed by the Issuer on such vesting date.
- [F6]The RSU award is for 500,000 shares that were granted on January 29, 2025. The RSUs will vest in four installments over a period of 24 months following August 16, 2024, the date the Reporting Person assumed the role of Chief Executive Officer, with 25% of the RSUs vesting on each of the six-, twelve-, eighteen- and twenty-four-month anniversaries, provided that the Reporting Person remains employed by the Issuer on such vesting date.
Documents
Issuer
Cardlytics, Inc.
CIK 0001666071
Entity typeother
Related Parties
1- filerCIK 0001961238
Filing Metadata
- Form type
- 4
- Filed
- Aug 18, 8:00 PM ET
- Accepted
- Aug 19, 6:44 PM ET
- Size
- 15.0 KB