Cardlytics, Inc. Form 8-K Summary
Business Context and Reporting Period
This Current Report on Form 8-K was filed by Cardlytics, Inc. on December 18, 2025. The filing discloses the appointment of a new Chief Financial Officer (CFO) and the departure of the incumbent CFO from their officer roles.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on executive compensation and personnel changes.
Material Changes
- Executive Appointment: David Evans is appointed as Chief Financial Officer, principal financial officer, and principal accounting officer, effective January 12, 2026.
- Executive Departure: Alexis DeSieno will cease to serve as principal financial officer and principal accounting officer on the same date. She will remain in a non-officer advisory role through March 6, 2026, to facilitate the transition.
- Compensation Structure: Mr. Evans' compensation package includes a $400,000 annual base salary, a bonus target of 100% of base salary, a $200,000 signing bonus (clawback applicable if he voluntarily leaves within 12 months), and 1,000,000 restricted stock units (RSUs).
- Severance Terms: Mr. Evans is entitled to 12 months of base salary and continued medical benefits if terminated Without Cause or if he resigns for Good Reason.
Guidance, Outlook, and Risks
The filing contains no financial guidance, outlook, or management commentary regarding business performance. The primary risk disclosed relates to the transition of financial leadership and the associated compensation obligations. The filing notes that the Offer Letter and Separation Pay Agreement will be filed as exhibits to the Annual Report on Form 10-K for the year ended December 31, 2025.
Key Facts for Investor Verification
- Verify the effective start date of David Evans as CFO (January 12, 2026).
- Confirm the total equity grant of 1,000,000 RSUs and the specific vesting schedule (50% on February 1, 2027; remaining 50% quarterly over the following year).
- Review the upcoming Form 10-K for the full text of the Offer Letter and Separation Pay Agreement.
- Note that Alexis DeSieno remains with the company in an advisory capacity until March 6, 2026.