Lynne Laube - Dec 9, 2021 Form 4 Insider Report for Cardlytics, Inc. (CDLX)

Role
Chief Executive Officer, Director
Signature
/s/ Kirk Somers, Attorney-in-Fact
Stock symbol
CDLX
Transactions as of
Dec 9, 2021
Transactions value $
-$893,619
Form type
4
Date filed
12/13/2021, 03:18 PM
Previous filing
Nov 8, 2021
Next filing
Mar 24, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CDLX Common Stock Options Exercise $0 +28.1K +8.69% $0.00 352K Dec 9, 2021 Direct F1, F2
transaction CDLX Common Stock Sale -$307K -4.54K -1.29% $67.62* 347K Dec 10, 2021 Direct F3, F4
transaction CDLX Common Stock Sale -$510K -7.43K -2.14% $68.63* 340K Dec 10, 2021 Direct F3, F5
transaction CDLX Common Stock Sale -$76.3K -1.1K -0.32% $69.36* 339K Dec 10, 2021 Direct F3, F6
holding CDLX Common Stock 14.6K Dec 9, 2021 See Footnote F7
holding CDLX Common Stock 14.6K Dec 9, 2021 See Footnote F8

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction CDLX Performance Stock Unit Award $0 +56.3K $0.00 56.3K Dec 9, 2021 Common Stock 56.3K Direct F1, F9
transaction CDLX Performance Stock Unit Options Exercise $0 -28.1K -50% $0.00 28.1K Dec 9, 2021 Common Stock 28.1K Direct F1, F9
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each performance stock unit ("PSU") represents a contingent right to receive one share of the Issuer's Common Stock.
F2 Includes 1 share of Common Stock acquired under the Issuer's Employee Stock Purchase Plan.
F3 Shares sold to satisfy withholding tax obligations upon the delivery of shares of common stock for performance stock units that vested on December 9, 2021.
F4 The price reported is a weighted average sales price. These shares were sold in multiple transactions at prices ranging from $67.11 to $68.10, 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 (4), (5) and (6) to this Form 4.
F5 The price reported is a weighted average sales price. These shares were sold in multiple transactions at prices ranging from $68.11 to $69.10, inclusive.
F6 The price reported is a weighted average sales price. These shares were sold in multiple transactions at prices ranging from $69.11 to $69.66, inclusive.
F7 The reportable securities are held by the 2013 Lynne Marie Laube GRAT fbo Keegan George Allbright.
F8 The reportable securities are held by the 2013 Lynne Marie Laube GRAT fbo Hayley Marie Allbright.
F9 On December 9, 2021 the Compensation Committee of the Issuer's Board of Directors certified that a target minimum growth rate in adjusted contribution was achieved (the "Certification") resulting in the award of the tranche of the PSU grant related to achieving the adjusted contribution growth target ("adjusted contribution growth tranche"). Fifty percent (50%) of the shares subject to the adjusted contribution growth tranche of the awarded PSU vested upon the Certification, twenty-five percent (25%) of the shares subject to the adjusted contribution growth tranche of the awarded PSU will vest 6 months after the Certification, and twenty-five percent (25%) of the shares subject to the adjusted contribution growth tranche of the awarded PSU will vest 12 months after the Certification, subject to continued service to the Issuer.