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Filing Details

Accession Number:: 0001666071-20-000259
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-08-28 16:09:03
Reporting Period:: 2020-08-26

Accepted Time:: 2020-08-28 16:09:03
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1666071	Cardlytics Inc.	CDLX	Services-Computer Programming, Data Processing, Etc. (7370)	263039436

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1730687	Marie Lynne Laube	C/O Cardlytics, Inc. 675 Ponce De Leon Avenue Ne, Suite 6000 Atlanta GA 30308	Chief Executive Officer	Yes	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2020-08-26	14,062	$0.00	305,385	No	4	M	Direct
Common Stock	Disposition	2020-08-27	2,241	$80.18	303,144	No	4	S	Direct
Common Stock	Disposition	2020-08-27	2,896	$80.90	300,248	No	4	S	Direct
Common Stock	Disposition	2020-08-27	1,260	$81.76	298,988	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	M	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Performance Stock Unit	Disposition	2020-08-26	14,062	$0.00	14,062	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
14,062			No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	14,565	Indirect	See Footnote
Common Stock	14,565	Indirect	See Footnote

Footnotes

Each performance stock unit ("PSU") represents a contingent right to receive one share of the Issuer's Common Stock.
Shares sold to satisfy withholding tax obligations upon the delivery of shares of common stock for PSUs that vested on August 26, 2020.
The price reported is a weighted average sales price. These shares were sold in multiple transactions at prices ranging from $79.58 to $80.57, 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 ranges set forth in footnotes (3), (4) and (5) to this Form 4.
The price reported is a weighted average sales price. These shares were sold in multiple transactions at prices ranging from $80.58 to $81.57, inclusive.
The price reported is a weighted average sales price. These shares were sold in multiple transactions at prices ranging from $81.61 to $81.90, inclusive.
The reportable securities are held by the 2013 Lynne Marie Laube GRAT fbo Keegan George Allbright.
The reportable securities are held by the 2013 Lynne Marie Laube GRAT fbo Hayley Marie Allbright.
On August 26, 2019, the Compensation Committee of the Issuer's Board of Directors certified that a target minimum trailing 30-day average closing price of the Issuer's common stock was achieved (the "Certification") resulting in the award of the tranche of the PSU grant related to achieving the stock price target ("stock price tranche"). Fifty percent (50%) of the shares subject to the stock price tranche of the awarded PSU vested upon the Certification and were delivered on November 25, 2019. Twenty-five percent (25%) of the shares subject to the stock price tranche of the awarded PSU vested on February 26, 2020, 6 months after the Certification. The final twenty-five percent (25%) of the shares subject to the stock price tranche of the awarded PSU vested on August 26, 2020, 12 months after the Certification.