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Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON , DC 20549 ANNUAL REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31 , 2020 OR TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 ( d ) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number : 001-38386 cardlytics FORM 10 - K Title of each class Common Stock Delaware ( State or other jurisdiction of incorporation or organization ) 675 Ponce de Leon Ave. NE , Ste 6000 Large accelerated filer Non - accelerated filer CARDLYTICS , INC . ( Exact Name of Registrant as Specified in its Charter ) 26-3039436 ( 888 ) . Atlanta Georgia ( Address of principal executive offices , including zip code ) 792-5802 ( Registrant's telephone number , including area code ) Securities registered pursuant to Section 12 ( b ) of the Securities Exchange Act of 1934 : Trading Symbol ( s ) . ( I.R.S. Employer Identification No. ) 30308 Name of each exchange on which registered NASDAQ CDLX Yes > No = Securities registered pursuant to Section 12 ( g ) of the Act : None Indicate by check mark if the registrant is a well - known seasoned issuer , as defined in Rule 405 of the Securities Act . Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15 ( d ) of the Act . Yes Indicate by check mark whether the registrant ( 1 ) has filed all reports required to be filed by Section 13 or 15 ( d ) of the Securities Exchange Act of 1934 during the preceding 12 months ( or for such shorter period that the registrant was required to file such reports ) , and ( 2 ) has been subject to such filing requirements for the past 90 days . Yes No No □ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S - T ( § 232.405 of this chapter ) during the preceding 12 months ( or for such shorter period that the registrant was required to submit such files ) . Yes > No □ Indicate by check mark whether the registrant is a large accelerated filer , an accelerated filer , a non - accelerated filer , smaller reporting company , or an emerging growth company . See the definitions of " large accelerated filer , " " accelerated filer , " " smaller reporting company , " and " emerging growth company " in Rule 12b - 2 of the Exchange Act . Accelerated Filer Smaller reporting company Emerging growth company 000 If an emerging growth company , indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13 ( a ) of the Exchange Act . Indicate by check mark whether the registrant has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404 ( b ) of the Sarbanes - Oxley Act ( 15 U.S.C. 7262 ( b ) ) by the registered public accounting firm that prepared or issued its audit report . Indicate by check mark whether the registrant is a shell company ( as defined in Rule 12b - 2 of the Exchange Act ) . Yes No 风 As of June 30 , 2020 , the last business day of the registrant's most recently completed second fiscal quarter , the aggregate market value of the voting stock held by non affiliates of the registrant was $ 1.8 billion based upon the closing sale price of our common stock on that date . As of February 28 , 2021 , there were 27,903,828 shares outstanding of the registrant's common stock , par value $ 0.0001 per share . DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant's definitive proxy statement , to be filed pursuant to Regulation 14A under the Securities Exchange Act of 1934 , for its 2021 Annual Meeting of Stockholders are incorporated by reference in Part III of the Form 10 - K .