Cardlytics (CDLX) Proxy filing summary

Voting matters and shareholder proposals

• Election of three directors: Amit Gupta, Jack Klinck, and Shrishti Gupta, with board recommendation to vote for all nominees.

• Ratification of Deloitte & Touche LLP as independent auditor for the fiscal year ending December 31, 2026.

• Approval of a reverse stock split and authorized shares reduction, recommended by the board.

• Advisory vote on executive compensation for named executive officers.

• Additional business may be addressed if properly presented at the meeting.

Board of directors and corporate governance

• Board recommends all director nominees for election at the annual meeting.

Audit committee and external auditor matters

• Audit Committee selected Deloitte & Touche LLP as the independent registered public accounting firm for 2026.

• Shareholders are asked to ratify this selection.