Cardlytics, Inc. — fact timeline

Cardlytics, Inc. received a nasdaq extension granted notice regarding minimum bid price (rules 5810(c)(3)(A)).

“June 3, 2026, Cardlytics, Inc., a Delaware corporation (the “ Company ”), received a letter from the Listing Qualifications Staff (the “ Nasdaq Staff ”) of The Nasdaq Stock Market LLC (“ Nasdaq ”) notifying the Company that for the last 30 consecutive business days, the bid price of the Company’s common stock had closed below $1.00 per share, the minimum closing bid price required by the continued listing requirements of Nasdaq Listing Rule 5550(a)(2). The notification received has no immediate effect on the listing of the Company’s common stock on the Nasdaq Global Market. In accordance with”

Cardlytics, Inc. received a nasdaq deficiency notice notice regarding minimum bid price (rules 5550(a)(2)).

“June 3, 2026, Cardlytics, Inc., a Delaware corporation (the “ Company ”), received a letter from the Listing Qualifications Staff (the “ Nasdaq Staff ”) of The Nasdaq Stock Market LLC (“ Nasdaq ”) notifying the Company that for the last 30 consecutive business days, the bid price of the Company’s common stock had closed below $1.00 per share, the minimum closing bid price required by the continued listing requirements of Nasdaq Listing Rule 5550(a)(2). The notification received has no immediate effect on the listing of the Company’s common stock on the Nasdaq Global Market. In accordance with”

Cardlytics, Inc. shareholders approved Approval, on an advisory basis, of the compensation of the Company's named executive officers at the 2026-05-20 meeting.

“Proposal No. 4 : Approval, on an advisory basis, of the compensation of the Company's named executive officers. The votes were cast as follows: Votes For Votes Against Abstained Approval of Compensation of the Company's Named Executive Officers 9,840,538 3,379,898 49,782 Broker Non-Votes: 21,725,998”

Cardlytics, Inc. shareholders approved Approval of a series of alternate amendments to the Company’s Amended and Restated Certificate of Incorporation to effect, at the option of the Board, a reverse stock split of the Company’s common stock at a reverse stock split ratio ranging from 1-for-5 to 1-for-15, inclusive, and a corresponding p at the 2026-05-20 meeting.

“Proposal No. 3 : Approval of a series of alternate amendments to the Company’s Amended and Restated Certificate of Incorporation to effect, at the option of the Board, a reverse stock split of the Company’s common stock at a reverse stock split ratio ranging from 1-for-5 to 1-for-15, inclusive, and a corresponding proportionate reduction in the total number of authorized shares of our common stock, with the effectiveness of one of such amendments and the abandonment of the other amendments, or the abandonment of all amendments, to be determined by the Board, in its sole discretion, prior to the date of the 2027 Annual Meeting of Stockholders.”

Cardlytics, Inc. shareholders approved Ratification of the selection by the audit committee of the Board of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026 at the 2026-05-20 meeting.

“Proposal No. 2 : Ratification of the selection by the audit committee of the Board of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2026. The votes were cast as follows: Votes For Votes Against Abstained Ratification of Selection of Deloitte & Touche LLP 34,494,578 404,398 97,240”

Cardlytics, Inc. shareholders approved Election of three nominees to serve as Class II directors at the 2026-05-20 meeting.

“Proposal No. 1 : Election of the three nominees of the Company's board of directors (the "Board") to serve as Class II directors, each to hold office until the 2029 annual meeting of stockholders and until their respective successors are elected and qualified.”

Nick Lynton departed as Chief Legal and Privacy Officer at Cardlytics, Inc..

“On May 10, 2026, Nick Lynton, Chief Legal and Privacy Officer of Cardlytics, Inc. (the “Company”), notified the Company of his intent to resign from such position, effective as of the earlier of the appointment of his successor or the close of business on July 3, 2026 (the “Effective Date”).”

Cardlytics, Inc. reported Q2 2026 results: revenue $35.0 - $40.0 million. Guidance initiated.

“Cardlytics anticipates Billings, Revenue, Adjusted Contribution and Adjusted EBITDA to be in the following ranges (in millions, except for percentage change rates): Q2 2026 Guidance YoY Change Billings (1) $61.0 - $67.0 (38%) - (32%) Revenue $35.0 - $40.0 (40%) - (31%) Adjusted Contribution (2) $20.0 - $23.0 (36%) - (27%) Adjusted EBITDA (2) ($2.7) - $1.3 ($5.7) - ($1.7)”

Cardlytics, Inc. reported Q1 2026 results: revenue $34.3 million, net income $(4.5) million, EPS $(0.08) per diluted share.

“Revenue was $34.3 million, a decrease of 39% year-over-year compared to $56.4 million in the first quarter of 2025. • Billings, a non-GAAP metric, was $58.1 million, a decrease of 37% year-over-year compared to $92.1 million in the first quarter of 2025. • Adjusted Contribution, a non-GAAP metric, was $19.7 million, a decrease of 28% year-over-year compared to $27.3 million in the first quarter of 2025. • Net Loss was $(4.5) million, or $(0.08) per diluted share, based on 54.9 million fully diluted weighted-average common shares, compared to a Net Loss of $(13.3) million, or $(0.26) per diluted share, based on 51.9 million fully diluted weighted-average common shares in the first quarter of 2025.”

Cardlytics, Inc. completed a disposition involving PAR Technology Corporation (closed 2026-03-24).

“On March 24, 2026 (the “Closing Date”), the Company, PAR and Buyer completed the Bridg Sale.”

Cardlytics, Inc. reported financial results for the fourth quarter ended December 31, 2025.

“On March 4, 2026, the Company issued a press release announcing its financial results for the quarter and year ended December 31, 2025”

Cardlytics, Inc. entered into Purchase Agreement with PAR Technology Corporation and DB Sub, LLC valued at $27,500,000 (effective 2026-01-23).

“On January 23, 2026 (the “Signing Date”), Cardlytics, Inc. (the “Company”), PAR Technology Corporation (“PAR”) and DB Sub, LLC, an indirectly wholly owned subsidiary of PAR (“Buyer”), entered into an asset purchase agreement (the “Purchase Agreement”), pursuant to which Buyer agreed to acquire all of the Company’s assets, properties and rights primarily related to, or primarily used in, its Bridg platform (the “Purchased Assets” and the sale by the Company thereof, the “Bridg Sale”), subject to certain exceptions.”

Cardlytics, Inc. announced a restructuring with charges of approximately $2.3 million (approximately 90 full-time employees).

“On October 1, 2025, Cardlytics, Inc. (the “Company”) committed to a plan to reduce its workforce by approximately 90 full-time employees, representing approximately 24% of the Company’s current workforce (the “Plan”). The Plan is intended to optimize the Company’s cost structure and is part of a broader cost-reduction initiative that also includes measures beyond full-time employee reductions. The Company estimates that it will incur non-recurring charges of approximately $2.3 million in connection with the workforce reduction under the Plan, consisting of severance payments and related costs.”

Srishti Gupta was appointed as Director at Cardlytics, Inc..

“On October 30, 2024, the board of directors (the “Board”) of Cardlytics, Inc. (the “Company”) appointed Srishti Gupta to serve as a director of the Company”

Amit Gupta was appointed as Director at Cardlytics, Inc..

“the Board also approved the appointment of Mr. Gupta to the Board, effective as of the Effective Date.”

Amit Gupta was appointed as Chief Executive Officer at Cardlytics, Inc..

“On August 7, 2024, the Board approved the appointment of Amit Gupta, currently the Company’s Chief Operating Officer, as the Company’s Chief Executive Officer and principal executive officer, each effective as of the Effective Date.”

Karim Temsamani resigned as Chief Executive Officer and Director at Cardlytics, Inc..

“On August 5, 2024, Karim Temsamani notified the Company of his intent to resign as the Company’s Chief Executive Officer and as a member of the Board of Directors of the Company (the “Board”), each effective as of August 16, 2024.”

Amit Gupta was appointed as member of the Board of Directors at Cardlytics, Inc..

“the Board also approved the appointment of Mr. Gupta to the Board, effective as of the Effective Date.”

Amit Gupta was appointed as Chief Executive Officer at Cardlytics, Inc..

“the Board approved the appointment of Amit Gupta, currently the Company’s Chief Operating Officer, as the Company’s Chief Executive Officer and principal executive officer, each effective as of the Effective Date.”

Karim Temsamani resigned as Chief Executive Officer at Cardlytics, Inc..

“Karim Temsamani notified the Company of his intent to resign as the Company’s Chief Executive Officer and as a member of the Board of Directors of the Company (the “Board”), each effective as of August 16, 2024”

Cardlytics, Inc. reported first quarter ended March 31, 2024 results: revenue $67.6 million, net income $(24.3) million, EPS $(0.56) per diluted share. Guidance initiated.

“we delivered another quarter of positive Adjusted EBITDA, in addition to making material improvement to our balance sheet.” First Quarter 2024 Financial Results • Revenue was $67.6 million, an increase of 5% year-over-year, or 8% excluding Entertainment. • Billings, a non-GAAP metric, was $105.2 million, an increase of 10% year-over-year, or 12% excluding”

Liane Hornsey was appointed as Director at Cardlytics, Inc..

“On April 9, 2024, the board of directors (the “Board”) of Cardlytics, Inc. (the “Company”) appointed Liane Hornsey to serve as a director of the Company and as a member of the compensation committee of the Board (the “Compensation Committee”).”

Cardlytics, Inc. incurred convertible notes of $172.5 million with U.S. Bank Trust Company, National Association at 4.25% per annum maturing April 1, 2029.

“On April 1, 2024, Cardlytics, Inc. (the “Company”) completed its previously announced private offering (the “Offering”) of $172.5 million principal amount of its 4.25% Convertible Senior Notes due 2029”

Cardlytics, Inc. entered into Indenture with U.S. Bank Trust Company, National Association valued at $172.5 million principal amount (effective 2024-04-01).

“On April 1, 2024, Cardlytics, Inc. (the “Company”) completed its previously announced private offering (the “Offering”) of $172.5 million principal amount of its 4.25% Convertible Senior Notes due 2029 (the “Notes”), including the exercise in full of the initial purchasers’ option to purchase up to an additional $22.5 million principal amount of Notes. The Notes were issued pursuant to, and are governed by, an indenture (the “Indenture”), dated as of April 1, 2024, between the Company and U.S. Bank Trust Company, National Association, as trustee (the “Trustee”).”

Cardlytics, Inc. entered into Equity Distribution Agreement with Evercore Group L.L.C., BofA Securities, Inc. and Cantor Fitzgerald & Co. valued at up to a maximum aggregate offering amount of $50.0 million (effective 2024-03-18).

“On March 18, 2024, Cardlytics, Inc. (the “Company”) entered into an Equity Distribution Agreement (the “Equity Distribution Agreement”) with Evercore Group L.L.C., BofA Securities, Inc. and Cantor Fitzgerald & Co. (together, the “Sales Agents”) as sales agents, pursuant to which the Company may issue and sell, from time to time, shares of its common stock (the “ATM Shares”) up to a maximum aggregate offering amount of $50.0 million.”

Cardlytics, Inc. entered into Agreement with American Express Travel Related Services Company, Inc. (effective 2024-03-14).

“On March 14, 2024, Cardlytics, Inc. (the “Company”) entered into an agreement (the “Agreement”) with American Express Travel Related Services Company, Inc. (“AXP”).”

Cardlytics, Inc. reported financial results for fourth quarter and full year ended December 31, 2023.

“Cardlytics Announces Fourth Quarter and Full Year 2023 Financial Results”

Cardlytics, Inc. reported preliminary financial results for fourth quarter ended December 31, 2023.

“The Company issued a press release announcing the Company's entry into the Settlement Agreement described above, as well as the Company's preliminary and unaudited financial results for the fourth quarter of 2023.”

Cardlytics, Inc. entered into Settlement Agreement with Shareholder Representative Services LLC valued at $25.0 million in cash and 3.6 million shares (effective 2024-01-25).

“On January 25, 2024, Cardlytics, Inc. (the “Company”) and Shareholder Representative Services LLC (“SRS”) entered into a settlement agreement (the “Settlement Agreement”) resolving all disputes between the parties related to the Agreement and Plan of Merger dated as of April 12, 2021, as amended, by and among the Company, Bridg, Inc., Mr. T Merger Sub, Inc, and SRS (the “Merger Agreement”), including all disputes related to the First Anniversary Payment Amount and the Second Anniversary Payment Amount, which are the two earnout payments contemplated by the Merger Agreement.”

Jon Francis was appointed as Director at Cardlytics, Inc..

“On January 1, 2024, the Board appointed Jon Francis to serve as a director of the Company.”

Andre Fernandez was appointed as Director at Cardlytics, Inc..

“On January 1, 2024, the board of directors (the “Board”) of Cardlytics, Inc. (the “Company”) appointed Andre Fernandez to serve as a director of the Company and as a member of the audit committee of the Board (“Audit Committee”).”

Cardlytics, Inc. reported the third quarter ended September 30, 2023 results: revenue $79.0 million, net income $(24.0) million, or $(0.63) per diluted share, EPS $(0.63) per diluted share.

“EBITDA on an annual basis, while continuing to focus on profitability and improving our balance sheet and capital structure." Third Quarter 2023 Financial Results • Revenue was $79.0 million, an increase of 9% year-over-year, compared to $72.7 million in the third quarter of 2022. • Billings, a non-GAAP metric, was $116.4 million, an increase of 5% year-over-year,”

Tony Weisman resigned as Director at Cardlytics, Inc..

“On October 24, 2023, Tony Weisman provided notice to the board of directors (the “Board”) of Cardlytics, Inc. (the “Company”) that he was resigning as member of the Board and as a member of the nominating and corporate governance committee of the Board, effective immediately.”

Cardlytics, Inc. entered into Cooperation Agreement with CAS Investment Partners, LLC valued at Appointment of Alex Mishurov to the Board, standstill obligations, mutual non-disparagement (effective 2023-09-19).

“On September 19, 2023, Cardlytics, Inc. (the “Company”) entered into a Cooperation Agreement (the “Cooperation Agreement”) with CAS Investment Partners, LLC and certain of its affiliates (collectively, the “Investors”) regarding the membership and composition of the board of directors of the Company (the “Board”) and related matters.”

Alex Mishurov was appointed as Class I director at Cardlytics, Inc..

“On September 19, 2023, the Board authorized an increase the size of the Board to nine directors and appointed Mr. Mishurov to serve as a Class I director of the Company, effective immediately.”

Scott Hill was appointed as Director at Cardlytics, Inc..

“On September 5, 2023, the board of directors (the “Board”) of Cardlytics, Inc. (the “Company”) appointed Scott Hill to serve as a director of the Company and as a member of the Company's audit committee (the "Audit Committee").”

Cardlytics, Inc. reported second quarter ended June 30, 2023 results: revenue $76.7 million, net income $(23.5) million, EPS $(0.67) per diluted share.

“and the organizational changes we are making continue to give our teams room to operate with speed and a clear focus." Second Quarter 2023 Financial Results • Revenue was $76.7 million, an increase of 2% year-over-year, compared to $75.4 million in the second quarter of 2022. • Billings, a non-GAAP metric, was $109.4 million, an increase of 2% year-over-year,”

Karim Temsamani was appointed as principal financial officer and principal accounting officer at Cardlytics, Inc..

“the Board appointed Karim Temsamani, the Company’s Chief Executive Officer, as the Company’s principal financial officer and principal accounting officer, effective as of Jul”

Andrew Christiansen resigned as Chief Financial Officer at Cardlytics, Inc..

“Andrew Christiansen previously informed the Company of his intent to resign from all positions with the Company, including as Chief Financial Officer of the Company, effective as of July 21, 2023.”

Alexis DeSieno was appointed as Chief Financial Officer at Cardlytics, Inc..

“On July 18, 2023, Cardlytics, Inc. (the “Company”) announced the appointment of Alexis DeSieno as the Company’s Chief Financial Officer, principal financial officer and principal accounting officer, effective as of August 14, 2023”

Christopher Suh resigned as Director at Cardlytics, Inc..

“On July 6, 2023, Christopher Suh provided notice to the board of directors (the “Board”) of Cardlytics, Inc. (the “Company”) that he intends to resign as member of the Board and as a member of the audit committee of the Board (the “Audit Committee”) effective July 10, 2023.”

Cardlytics, Inc. shareholders approved Approval, on an advisory basis, of the compensation of the Company's named executive officers. at the 2023-05-23 meeting.

“The votes were cast as follows: Votes For Votes Against Abstained Broker Non-Votes Approval of Compensation of the Company's Named Executive Officers 10,255,071 9,502,997 241,698 5,401,628”

Cardlytics, Inc. shareholders approved Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the fiscal year ending December 31, 2023. at the 2023-05-23 meeting.

“The votes were cast as follows: Votes For Votes Against Abstained Ratification of Appointment of Deloitte & Touche LLP 24,745,422 328,907 327,065”

Cardlytics, Inc. shareholders approved Election of three nominees to serve as Class II directors, each to hold office until the 2026 annual meeting of stockholders and until their respective successors are elected and qualified. at the 2023-05-23 meeting.

“The votes were cast as follows: Name Votes For Votes Withheld Karim Temsamani 19,486,343 517,609 John Klinck 17,121,717 2,882,235 Tony Weisman 12,142,460 7,861,492 Broker Non-Votes: 5,401,628.”

Cardlytics, Inc. reported first quarter ended March 31, 2023 results: revenue $64.3 million, net income $13.6 million, EPS $0.40 per diluted share.

“for a bright future, and our cost-discipline and responsible investments will allow my successor to hit the ground running." First Quarter 2023 Financial Results • Revenue was $64.3 million, a decrease of (5)% year-over-year, compared to $67.9 million in the first quarter of 2022. • Billings, a non-GAAP metric, was $95.6 million, a decrease of (3)% year-over-year,”

Cardlytics, Inc. reported the quarter ended March 31, 2023 results: revenue $63.5 - $66.5. Guidance raised.

“EBITDA to be in the following ranges (in millions): Q1 2023 Previously Reported Guidance Q1 2023 Updated Guidance Billings $84.0 - $93.0 $93.0 - $97.0 Revenue $54.0 - $63.0 $63.5 - $66.5 Adjusted contribution $26.0 - $31.0 $30.0 - $33.0 Adjusted EBITDA ($17.0) - ($10.0) ($8.0) - ($5.0) "Despite a difficult macroeconomic environment, our shift to a”

Andrew Christiansen departed as Chief Financial Officer at Cardlytics, Inc..

“On March 17, 2023, Andrew Christiansen informed Cardlytics, Inc. (the “Company”) that he intended to resign from all positions with the Company, including as Chief Financial Officer of the Company, effective as of July 21, 2023 (the “Separation Date”).”

Cardlytics, Inc. incurred revolving credit of $30.0 million with Pacific Western Bank.

“On March 13, 2023, Cardlytics borrowed $30.0 million of the $60.0 million available under the 2018 Line of Credit.”

Cardlytics, Inc. reported the first quarter of 2023 results: revenue $54.0 - $63.0. Guidance initiated.

“Cardlytics anticipates billings, revenue, and adjusted contribution to be in the following ranges (in millions): Q1 2023 Guidance Billings (1) $84.0 - $93.0 Revenue $54.0 - $63.0 Adjusted contribution (2) $26.0 - $31.0 Adjusted EBITDA (3) ($17.0) - ($10.0)”

Cardlytics, Inc. reported the fiscal year ended December 31, 2022 results: revenue $298.5 million, net income $(465.3) million, EPS $(13.92) per diluted share.

“Total revenue was $298.5 million, an increase of 11.8%, compared to $267.1 million in 2021. • Net loss attributable to common stockholders was $(465.3) million, or $(13.92) per diluted share, based on 33.4 million weighted-average common shares outstanding, compared to a net loss attributable to common stockholders of $(128.6) million, or $(3.99) per diluted share, based on 32.2 million weighted-average common shares outstanding in 2021.”