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Filing Details

Accession Number:: 0000899243-19-015898
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-06-06 20:09:14
Reporting Period:: 2019-06-04

Accepted Time:: 2019-06-06 20:09:14
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1666071	Cardlytics Inc.	CDLX	()	DE

Insiders

Cik	Name	Reported Address	Director	Officer	Large Shareholder	Other
1439586	Polaris Venture Partners Special Founders' Fund V, L.p.	C/O Polaris Partners One Marina Park Drive, 10Th Fl. Boston MA 02110	No	No	Yes	No
1439587	Polaris Venture Partners Entrepreneurs' Fund V, L.p.	C/O Polaris Partners One Marina Park Drive, 10Th Fl. Boston MA 02210	No	No	Yes	No
1439588	Polaris Venture Partners Founders' Fund V, L.p.	C/O Polaris Partners One Marina Park Drive, 10Th Fl. Boston MA 02210	No	No	Yes	No
1439589	Polaris Venture Management Co. V, L.l.c.	C/O Polaris Partners One Marina Park Drive, 10Th Fl. Boston MA 02210	No	No	Yes	No
1439590	Polaris Venture Partners V, L.p.	C/O Polaris Partners One Marina Park Drive, 10Th Fl. Boston MA 02210	No	No	Yes	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	Explanation
Common Stock	Disposition	2019-06-04	35,103	$23.28	2,331,531	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-05	3,939	$23.63	2,327,592	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-05	32,294	$24.99	2,295,298	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-05	1,036	$25.30	2,294,262	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-06	294	$25.00	2,293,968	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-04	684	$23.28	45,437	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-05	80	$23.63	45,357	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-05	604	$24.99	44,753	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-05	42	$25.30	44,711	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-06	6	$25.00	44,705	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-04	240	$23.28	15,967	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-05	30	$23.64	15,937	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-05	211	$25.00	15,726	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-05	14	$25.29	15,712	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-06	2	$25.00	15,710	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-04	351	$23.28	23,313	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-05	37	$23.64	23,276	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-05	307	$24.99	22,969	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-05	7	$25.30	22,962	No	4	S	Indirect	See Footnote
Common Stock	Disposition	2019-06-06	3	$25.00	22,959	No	4	S	Indirect	See Footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote
No	4	S	Indirect	See Footnote

Footnotes

The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.25 to $23.44, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (1) to this Form 4.
The reportable securities are owned directly by Polaris Venture Partners V, L.P. ("PVP V"). Polaris Venture Management Co. V, L.L.C. ("PVM V") is the general partner of PVP V. Bryce Youngren ("Youngren"), a member of the Issuer's Board of Directors, is a member of PVM V. Each of Jonathan A. Flint ("Flint") and Terrance G. McGuire ("McGuire") are the managing members of PVM V. Each of Flint, McGuire and Youngren, in their respective capacities with respect to PVM V, may be deemed to have shared voting and dispositive power over the shares held by PVP V. Each of PVM V, Flint, McGuire and Youngren disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.25 to $24.19, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (3) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.25 to $25.23, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (4) to this Form 4.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.26 to $25.36, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer or the staff of the Securities Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote (5) to this Form 4.
The reportable securities are owned directly by Polaris Venture Partners Entrepreneurs' Fund V, L.P. ("PVPE V"). PVM V is the general partner of PVPE V. Youngren, a member of the Issuer's Board of Directors, is a member of PVM V. Each of Flint and McGuire are the managing members of PVM V. Each of Flint, McGuire and Youngren, in their respective capacities with respect to PVM V, may be deemed to have shared voting and dispositive power over the shares held by PVPE V. Each of PVM V, Flint, McGuire and Youngren disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
The reportable securities are owned directly by Polaris Venture Partners Founders' Fund V, L.P. ("PVPFF V"). PVM V is the general partner of PVPFF V. Youngren, a member of the Issuer's Board of Directors, is a member of PVM V. Each of Flint and McGuire are the managing members of PVM V. Each of Flint, McGuire and Youngren, in their respective capacities with respect to PVM V, may be deemed to have shared voting and dispositive power over the shares held by PVPFF V. Each of PVM V, Flint, McGuire and Youngren disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.
The reportable securities are owned directly by Polaris Venture Partners Special Founders' Fund V, L.P. ("PVPSFF V"). PVM V is the general partner of PVPSFF V. Youngren, a member of the Issuer's Board of Directors, is a member of PVM V. Each of Flint and McGuire are the managing members of PVM V. Each of Flint, McGuire and Youngren, in their respective capacities with respect to PVM V, may be deemed to have shared voting and dispositive power over the shares held by PVPSFF V. Each of PVM V, Flint, McGuire and Youngren disclaims beneficial ownership of these securities and this report shall not be deemed an admission that any one of them is the beneficial owner of such securities for purposes of Section 16 or for any other purpose, except to the extent of their respective pecuniary interests therein.