CARDLYTICS, INC. 3,850,000 Shares of Common Stock Underwriting AgreementCardlytics, Inc. • March 5th, 2021 • Services-computer programming, data processing, etc. • New York
Company FiledMarch 5th, 2021 Industry JurisdictionCardlytics, Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several underwriters listed in Schedule 1 hereto (the “Underwriters”), for whom you are acting as representatives (the “Representatives”), an aggregate of 3,850,000 shares of Common Stock, par value $0.0001 per share, of the Company (the “Underwritten Shares”). In addition, the Company proposes to issue and sell, at the option of the Underwriters, up to an additional 577,500 shares of Common Stock of the Company (the “Option Shares”). The Underwritten Shares and the Option Shares are herein referred to as the “Shares.” The shares of Common Stock of the Company to be outstanding after giving effect to the sale of the Shares are referred to herein as the “Stock.”