CARDLYTICS, INC., 10-Q filed on 5/7/2026
Quarterly Report
v3.26.1
COVER - shares
 3 Months Ended
Mar. 31, 2026
Apr. 30, 2026
Cover [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Mar. 31, 2026  
Document Transition Report false  
Entity File Number 001-38386  
Entity Registrant Name CARDLYTICS, INC.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 26-3039436  
Entity Address, Address Line One 675 Ponce de Leon Ave. NE, Suite 4100  
Entity Address, City or Town Atlanta  
Entity Address, State or Province GA  
Entity Address, Postal Zip Code 30308  
City Area Code (888)  
Local Phone Number 798-5802  
Title of 12(b) Security Common Stock  
Trading Symbol CDLX  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding (in shares)   57,605,677
Amendment Flag false  
Document Fiscal Year Focus 2026  
Document Fiscal Period Focus Q1  
Entity Central Index Key 0001666071  
Current Fiscal Year End Date --12-31  
v3.26.1
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($)
$ in Thousands
Mar. 31, 2026
Dec. 31, 2025
Current assets:    
Cash and cash equivalents $ 35,673 $ 48,719
Marketable securities 24,130 0
Accounts receivable and contract assets, net 63,076 82,458
Other receivables 2,674 2,474
Prepaid expenses and other assets 2,966 3,213
Current assets of discontinued operations 0 415
Total current assets 128,519 137,279
Long-term assets:    
Property and equipment, net 1,743 1,931
Right-of-use assets under operating leases, net 4,403 4,723
Goodwill 110,305 110,305
Capitalized software development costs, net 17,779 19,005
Other long-term assets, net 1,160 1,235
Noncurrent assets of discontinued operations 0 11,163
Total assets 263,909 285,641
Current liabilities:    
Accounts payable 2,600 2,655
Accrued liabilities:    
Accrued compensation 4,572 6,038
Accrued expenses 9,918 7,125
Partner Share liability 17,470 24,792
Consumer Incentive liability 20,586 32,144
Deferred revenue and other liabilities 2,738 2,541
Current operating lease liabilities 1,467 1,438
Current liabilities of discontinued operations 0 1,657
Total current liabilities 59,351 78,390
Long-term liabilities:    
Convertible senior notes, net 169,131 168,850
Lines of credit 35,070 40,070
Long-term operating lease liabilities 4,360 4,748
Long-term liabilities of discontinued operations 0 91
Total liabilities 267,912 292,149
Stockholders’ deficit:    
Common stock, $0.0001 par value—100,000 shares authorized and 55,071 and 54,514 shares issued and outstanding as of March 31, 2026 and December 31, 2025, respectively. 10 10
Additional paid-in capital 1,405,063 1,399,542
Accumulated Other Comprehensive Income (Loss), Net of Tax (532) (1,996)
Accumulated deficit (1,408,544) (1,404,064)
Total stockholders’ deficit (4,003) (6,508)
Total liabilities and stockholders’ deficit $ 263,909 $ 285,641
v3.26.1
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares
Mar. 31, 2026
Dec. 31, 2025
Statement of Financial Position [Abstract]    
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, shares authorized (in shares) 100,000,000 100,000,000
Common stock, shares issued (in shares) 55,071,000 55,071,000
Common stock, shares outstanding (in shares) 54,514,000 54,514,000
v3.26.1
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($)
shares in Thousands, $ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Income Statement [Abstract]    
Revenues $ 34,319 $ 56,435
Costs and Expenses [Abstract]    
Partner Share and other third-party costs 14,597 29,104
Delivery costs 2,581 5,786
Sales and marketing expense 6,761 10,382
Research and development expense 6,430 10,278
General and administrative expense 8,281 12,943
Change in contingent consideration 0 60
Gain on divestiture 0 (5,350)
Depreciation and amortization expense 3,943 4,347
Total costs and expenses 42,593 67,550
Operating loss (8,274) (11,115)
Other income (expense):    
Interest expense, net (2,533) (1,830)
Loss on investment (1,285) 0
Foreign currency (loss) gain (1,706) 2,627
Total other income (expense) (5,524) 797
Loss before income taxes from continuing operations (13,798) (10,318)
Income tax benefit 0 0
Loss from continuing operations (13,798) (10,318)
Income (loss) from discontinued operations 9,318 (2,964)
Net loss $ (4,480) $ (13,282)
Net (loss) income per share, basic and diluted:    
Continuing operations, basic (in dollars per share) $ (0.25) $ (0.20)
Continuing operations, diluted (in dollars per share) (0.25) (0.20)
Discontinued operations, basic (in dollars per share) 0.17 (0.06)
Discontinued operations, diluted (in dollars per share) $ 0.17 $ (0.06)
Weighted-average common shares outstanding, basic (in shares) 54,896 51,863
Weighted-average common shares outstanding, diluted (in shares) 54,896 51,863
v3.26.1
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Statement of Comprehensive Income [Abstract]    
Net loss $ (4,480) $ (13,282)
Other Comprehensive Income (Loss):    
Foreign currency translation adjustments 1,464 (2,355)
Comprehensive Income (Loss), Net of Tax, Attributable to Parent, Total $ (3,016) $ (15,637)
v3.26.1
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY (UNAUDITED) - USD ($)
shares in Thousands, $ in Thousands
Total
Common Stock
Additional Paid-In Capital
Accumulated Other Comprehensive (Loss) Income
Accumulated Deficit
Beginning balance (in shares) at Dec. 31, 2024   51,257      
Beginning balance at Dec. 31, 2024 $ 69,993 $ 10 $ 1,366,958 $ 3,601 $ (1,300,576)
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Stock-based compensation 9,734   9,734    
Settlement of restricted stock (in shares)   918      
Other comprehensive income (loss) (2,355)     (2,355)  
Net Income (Loss) (13,282)       (13,282)
Ending balance (in shares) at Mar. 31, 2025   52,175      
Ending balance at Mar. 31, 2025 64,090 $ 10 1,376,692 1,246 (1,313,858)
Beginning balance (in shares) at Dec. 31, 2025   54,514      
Beginning balance at Dec. 31, 2025 (6,508) $ 10 1,399,542 (1,996) (1,404,064)
Increase (Decrease) in Stockholders' Equity [Roll Forward]          
Stock-based compensation 5,521   5,521    
Settlement of restricted stock (in shares)   557      
Other comprehensive income (loss) 1,464     1,464  
Net Income (Loss) (4,480)       (4,480)
Ending balance (in shares) at Mar. 31, 2026   55,071      
Ending balance at Mar. 31, 2026 $ (4,003) $ 10 $ 1,405,063 $ (532) $ (1,408,544)
v3.26.1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Operating activities    
Net loss $ (4,480) $ (13,282)
Adjustments to reconcile net loss to net cash used in operating activities:    
Credit loss expense 335 643
Depreciation and amortization 4,418 6,291
Amortization of financing costs charged to interest expense 330 405
Amortization of right-of-use assets 322 632
Gain on divestiture (14,543)  
Gain on divestiture 0 (5,350)
Stock-based compensation expense 4,828 8,694
Change in contingent consideration 0 (60)
Loss on investments 1,285 0
Other non-cash expense (income), net 1,764 (2,620)
Change in operating assets and liabilities:    
Accounts receivable 18,316 7,536
Prepaid expenses and other assets 154 (56)
Accounts payable (167) 551
Other accrued expenses 586 1,895
Partner Share liability (7,238) (3,860)
Consumer Incentive liability (11,552) (8,245)
Net cash used in operating activities (5,642) (6,706)
Investing activities    
Acquisition of property and equipment (28) (119)
Capitalized software development costs (2,276) (3,984)
Proceeds from divestiture, net of cash divested 0 200
Net cash used in investing activities (2,304) (3,903)
Financing activities    
Proceeds from issuance of debt 5,000 0
Settlement of contingent consideration 0 (3,000)
Principal payment of debt (10,000) 0
Debt issuance costs (22) (34)
Net cash used in financing activities (5,022) (3,034)
Effect of exchange rates on cash and cash equivalents (78) 95
Net decrease in cash and cash equivalents (13,046) (13,548)
Cash and cash equivalents — Beginning of period 48,719 65,594
Cash and cash equivalents — End of period 35,673 52,046
Supplemental disclosure of cash flow information:    
Cash paid for interest 625 253
Amounts accrued for property and equipment 0 171
Amounts accrued for capitalized software development costs $ 39 $ 187
v3.26.1
OVERVIEW OF BUSINESS AND BASIS OF PRESENTATION
 3 Months Ended
Mar. 31, 2026
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
OVERVIEW OF BUSINESS AND BASIS OF PRESENTATION OVERVIEW OF BUSINESS AND BASIS OF PRESENTATION
Cardlytics, Inc. ("we," "our," "us," the "Company," or "Cardlytics") is a Delaware corporation and was formed on June 26, 2008. We operate a commerce media platform that is designed to make commerce smarter and rewarding for everyone. At the core of our commerce media platform is the financial media network that we run within our partners' digital channels, which includes online and mobile applications (the "Cardlytics platform"). The partners for the Cardlytics platform are predominantly financial institutions ("FI partners") that provide us with access to their anonymized purchase data and digital banking customers. By applying advanced analytics to the purchase data we receive, we make it actionable, helping marketers reach potential buyers at scale and measure the true sales impact of their marketing spend. We have strong relationships with leading marketers across a variety of industries, including everyday spend, specialty retail, restaurant, travel and entertainment. Using our transaction data and analytics, we enable marketers to reach potential customers across our network of FI partners through their digital banking accounts and present them relevant offers to save money when they are thinking about their finances.
We also operate through Cardlytics UK Limited, a wholly owned and operated subsidiary registered as a private limited company in England and Wales.
Unaudited Interim Results
The accompanying unaudited interim condensed consolidated financial statements and information have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") and in accordance with the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly, they do not include all of the information and disclosures required by GAAP for complete financial statements. In the opinion of management, these financial statements contain all normal and recurring adjustments considered necessary to present fairly the financial position, results of operations and cash flows for the periods presented. The results for interim periods presented are not necessarily indicative of the results to be expected for the full year due to the seasonality of our business, which has been historically impacted by higher consumer spending during the fourth quarter. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes thereto included on our Annual Report on Form 10-K ("Annual Report") for the fiscal year ended December 31, 2025.
Divestitures and Presentation
On January 23, 2026, we entered into an asset purchase agreement (the “Purchase Agreement”) with PAR Technology Corporation (“PAR”) and DB Sub, LLC, an indirectly wholly owned subsidiary of PAR (“Buyer”), pursuant to which Buyer agreed to acquire all of our assets, properties and rights primarily related to, or primarily used in, our Bridg platform (the “Purchased Assets” and the sale by the Company thereof, the “Bridg Sale”), subject to certain exceptions.
On March 24, 2026 (the “Closing Date”), we completed the Bridg Sale. Pursuant to the Purchase Agreement, on the Closing Date, PAR delivered to us 1,810,222 shares of PAR’s common stock as consideration for the Bridg Sale.
A business is classified as held for sale when management having the authority to approve the action commits to a plan to sell the business, the business is available for immediate sale in its present condition and an active program to locate a buyer has been initiated. Additionally, the sale must be probable to occur during the next 12 months at a price that is reasonable in relation to its current fair value and actions required to complete the plan indicate it is unlikely significant changes to the plan will be made or the plan will be withdrawn. A business classified as held for sale is recorded at the lower of (i) its carrying amount and (ii) estimated fair value less costs to sell. When the carrying amount of the business exceeds its estimated fair value less costs to sell, a loss is recognized and updated each reporting period as appropriate. Assets held for sale are not further depreciated or amortized once such a determination is reached.
The results of operations of businesses classified as held for sale are reported as discontinued operations if the disposal represents a strategic shift that will have a major effect on the entity’s operations and financial results. When a business is identified for discontinued operations reporting: (i) results for prior periods are retrospectively reclassified as discontinued operations; (ii) results of operations are reported in a single line, net of tax, in the condensed consolidated statement of operations; and (iii) assets and liabilities are reported as held for sale in the condensed consolidated balance sheets in the period in which the business is classified as held for sale.
We analyzed quantitative and qualitative factors relevant to the Bridg disposal group and determined that the accounting criteria to be classified as held for sale and a discontinued operation were met during the three months ended March 31, 2026. We determined the net assets were held for sale when the sale was approved by the Board of Directors in January 2026. Additionally, we determined the ultimate closing of the sale on March 24, 2026, represented a strategic shift for the Company.
As such, the results of Bridg business are presented as discontinued operations in the accompanying condensed consolidated statements of operations for all periods presented. The assets and liabilities of Bridg business have been reflected as assets and liabilities of discontinued operations in the accompanying condensed consolidated balance sheets for all prior periods presented. We ceased depreciating and amortizing its long-lived assets for the Bridg business which primarily included acquired intangibles assets, capitalized software, and right-of-use assets as of the held for sale date, during the three months ended March 31, 2026. Our condensed consolidated statements of cash flows includes cash flows from discontinued operations for all periods presented. Unless otherwise indicated, all disclosures in the notes to the condensed consolidated financial statements reflect only our continuing operations. Our Bridg business was historically presented as a reportable segment. For additional information related to the divestiture of Bridg see "Note 3—Discontinued Operations."

The Dosh app, a consumer facing cashback mobile application operated by Dosh Holdings LLC, was decommissioned on February 28, 2025. In connection with the decommission, for the three months ended March 31, 2025, we recorded a gain on divestiture of $5.4 million primarily due to the derecognition of the wallet liability associated with the Dosh app within the condensed consolidated statement of operations.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the
condensed consolidated financial statements. Significant items subject to such estimates and assumptions include revenue recognition, internal-use software development costs, stock-based compensation, allowance for doubtful accounts, valuation of acquired intangible assets of Bridg, valuation of long-lived assets, goodwill valuation, income tax including valuation allowance and contingencies. We base our estimates on historical experience and on assumptions that we believe are reasonable. Changes in facts or circumstances may cause us to change our assumptions and estimates in future periods and it is possible that actual results could differ from our current or revised future estimates.
Macroeconomic Considerations
Unfavorable conditions in the economy both in the United States and abroad may negatively affect the growth of our business and our results of operations. For example, macroeconomic events, including fluctuations in inflation and interest rates, the imposition of tariffs in the United States and abroad, the Russia-Ukraine war and the Middle East conflict have led to economic uncertainty globally. Historically, during periods of economic uncertainty and downturns, businesses may slow spending on advertising, which may impact our business and our customers’ businesses.
The effect of macroeconomic conditions may not be fully reflected in our results of operations until future periods. If, however, economic uncertainty increases or the global economy worsens, our business, financial condition and results of operations may be harmed. For further discussion of the potential impacts of macroeconomic events on our business, financial condition and operating results, see the section titled "Risk Factors.
v3.26.1
SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING STANDARDS
 3 Months Ended
Mar. 31, 2026
Accounting Policies [Abstract]  
SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING STANDARDS SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING STANDARDS
Significant Accounting Policies
As described in "Note 1—Overview of Business and Basis of Presentation," our Bridg business met the criteria to be classified as a held for sale disposal group and a discontinued operation during the three months ended March 31, 2026.
There have been no changes to our significant accounting policies other than assets held for sale, discontinued operations, and the standards adopted below. These unaudited interim condensed consolidated financial statements have been prepared on a basis consistent with that used to prepare our audited annual consolidated financial statements for the year ended December 31, 2025, and include, in the opinion of management, all adjustments, consisting of normal recurring items, necessary for the fair statement of the condensed consolidated financial statements.
v3.26.1
DISCONTINUED OPERATIONS
 3 Months Ended
Mar. 31, 2026
Discontinued Operations and Disposal Groups [Abstract]  
DISCONTINUED OPERATIONS DISCONTINUED OPERATIONS
Bridg Sale
As described in "Note 1—Overview of Business and Basis of Presentation," our Bridg business met the criteria to be classified as a held for sale disposal group and a discontinued operation during the three months ended March 31, 2026.
Pursuant to the Purchase Agreement, on the Closing Date, PAR delivered to us 1,810,222 shares of PAR’s common stock as consideration for the Bridg Sale. We recorded a gain on divestiture of $14.5 million for the three months ended March 31, 2026. We also recorded $2.0 million of divestiture costs for the three months ended March 31, 2026. The gain on divestiture and divestiture costs are presented as part of results of the discontinued operations. The results of operations for the Bridg business is reported as discontinued operations in the condensed consolidated statements of operations for all periods presented. This business was historically presented as its own reportable segment.
We have continuing involvement with PAR under a transition services agreement, through which we and PAR continue to provide certain services to each other for a period of 120 days following the Closing Date. There were no revenue or expenses associated with this agreement for the three months ended March 31, 2026.
The following table summarizes income (loss) from discontinued operations as presented in our condensed consolidated statements of operations for the three months ended March 31, 2026 and 2025 (in thousands):
Three Months Ended
March 31,
20262025
Revenue$4,175 $5,463 
Costs and expenses:
Partner Share and other third-party costs589 346 
Delivery costs1,364 1,502 
Sales and marketing expense929 2,372 
Research and development552 1,428 
General and administrative3,460 835 
Divestiture costs2,031 — 
Gain on divestiture(14,543)— 
Depreciation and amortization expense4751,944 
Income (loss) from discontinued operations$9,318 $(2,964)
The following table summarizes assets and liabilities of discontinued operations as presented in our condensed consolidated balance sheets as of March 31, 2026 and December 31, 2025 (in thousands):
March 31, 2026December 31, 2025
Accounts receivable, net$— $211 
Other receivables— 113 
Other current assets— 91 
Current assets of discontinued operations$— $415 
Property and equipment, net— 94 
Operating lease right-of-use assets— 224 
Intangible assets, net— 5,553 
Capitalized software development costs, net— 5,209 
Other long-term assets, net— 83 
Noncurrent assets of discontinued operations$— $11,163 
Accounts payable— 705 
Accrued compensation— 67 
Accrued liabilities— 600 
Partner share liability— 68 
Deferred revenue— 48 
Current operating lease liabilities— 169 
Current liabilities of discontinued operations$— $1,657 
Long-term deferred revenue— 52 
Long-term operating lease liabilities— 39 
Long-term liabilities of discontinued operations$— $91 
The amounts presented above exclude Bridg’s cash, cash equivalents, and accounts receivable. As these assets were retained by the Company and not included in the divestiture, they have been excluded from the calculation of net assets divested in the transaction.
Bridg Acquired Intangibles
As described in "Note 1—Overview of Business and Basis of Presentation," a business classified as held for sale is recorded at the lower of (i) its carrying amount and (ii) estimated fair value less costs to sell. When the carrying amount of the business exceeds its estimated fair value less costs to sell, a loss is recognized and updated each reporting period as appropriate. Assets held for sale are not further depreciated or amortized once such a determination is reached.
During the three months ended March 31, 2026, we assessed the Bridg disposal group for impairment and determined that the carrying value of the assets was not greater than the fair value as of the held for sale date. The fair value was determined using the agreed-upon sale price of the Bridg business less costs to sell.
Amortization expense of acquired intangibles during the three months ended March 31, 2026 and 2025 was $0.3 million and $1.5 million, respectively. We ceased depreciating and amortizing its long-lived assets for Bridg which primarily included acquired intangibles, capitalized software, and right-of-use assets as of the held for sale date, during the three months ended March 31, 2026.
Acquired intangible assets subject to amortization as of December 31, 2025 were as follows:
Gross Carrying AmountAccumulated AmortizationNetWeighted Average Remaining Useful Life
(in thousands)(in years)
Developed technology$49,873 $(45,055)$4,818 1.5
Merchant relationships21,930 (21,195)735 0.4
Total other intangible assets$71,803 $(66,250)$5,553 
Cash Flows
Cash flows related to discontinued operations are included in our condensed consolidated statements of cash flows for the three months ended March 31, 2026 and 2025. The following table provides operating and investing cash flow information for our discontinued operation (in thousands):
Three Months Ended
March 31,
20262025
Operating activities
Depreciation and amortization
$475 $1,944 
Stock-based compensation expense$267 $755 
Investing activities
Capitalized software development costs$(356)$(578)
Non-cash investing activities
 Common stock as consideration for the Bridg Sale
$25,416 $— 
v3.26.1
GOODWILL AND ACQUIRED INTANGIBLES
 3 Months Ended
Mar. 31, 2026
Goodwill and Intangible Assets Disclosure [Abstract]  
GOODWILL AND ACQUIRED INTANGIBLES GOODWILL
Goodwill
Goodwill is tested annually for impairment, unless certain triggering events require an interim impairment analysis, including macroeconomic conditions, industry and market considerations, cost factors, overall financial performance, and other relevant entity-specific events and changes. These considerations are evaluated holistically to assess whether it is more likely than not that a reporting unit's carrying value exceeds its fair value. As of March 31, 2026, the Bridg platform is considered a discontinued operation and therefore, is no longer a reporting unit. Our reporting units consist of the Cardlytics platform in the U.S. (the "U.S. Cardlytics Platform"), and the Cardlytics platform in the U.K. There is no goodwill recorded within the Cardlytics platform in the U.K.
The carrying amounts of goodwill as of March 31, 2026 were as follows (in thousands):
U.S. Cardlytics Platform
Consolidated
Balance as of December 31, 2025$110,305 $110,305 
Impairment charge— — 
Balance as of March 31, 2026$110,305 $110,305 
We have assessed the triggering event criteria, along with related conditions and developments, as of March 31, 2026. We continue to monitor our results and the price of our common stock in relation to goodwill impairment. Based on our qualitative analysis for the first quarter of 2026, we have determined that none of the conditions collectively constitute a triggering event. As such, we have determined that it is not more likely than not that the carrying values of our reporting units exceed their respective fair values, and an impairment test was not required as of March 31, 2026. However, the Cardlytics platform in the U.S. is susceptible to future impairment risk, and future changes in assumptions or deterioration in market conditions could result in an impairment.
v3.26.1
REVENUE
 3 Months Ended
Mar. 31, 2026
Revenue from Contract with Customer [Abstract]  
REVENUE REVENUE
The Cardlytics platform
The Cardlytics platform is our proprietary native bank advertising channel that enables marketers to reach consumers through the FI partners' trusted and frequently visited digital banking channels. Working with the marketer, we design a campaign that targets customers based on their purchase history. The consumer is offered an incentive (collectively, "Consumer Incentives") to make a purchase from the marketer within a specified period. We use a portion of the fees that we collect from marketers to provide these Consumer Incentives to our FI partners' customers after they make qualifying purchases. Leveraging our platform, we are able to create compelling Consumer Incentives that have the potential to increase return on advertising spend for marketers and measure the effectiveness of the advertising. Consumer Incentives totaled $23.8 million and $35.7 million during the three months ended March 31, 2026 and 2025, respectively. We pay certain partners a negotiated and fixed percentage of our Billings to marketers less any Consumer Incentives that we pay to partners' customers and certain third-party data costs ("Partner Share"). Revenue on our condensed consolidated statements of operation is presented net of Consumer Incentives and gross of Partner Share.
The Cardlytics platform has two different pricing models: (1) served based pricing and (2) engagement based pricing.
•Served Based Pricing. Under our Cost per Served Sale ("CPS") pricing model, we generate Revenue by charging a percentage, which we refer to as the CPS rate, of all purchases from the marketer by consumers who (1) are served marketing and (2) subsequently make a purchase from the marketer during the campaign period, regardless of whether consumers engage with the applicable offer and thereby becomes eligible to earn the applicable Consumer Incentive. We set CPS rates for marketers based on our expectation of the marketer's return on spend for the relevant campaign. Additionally, we set the amount of Consumer Incentives payable for each campaign based on our estimation of our ability to drive incremental sales for the marketer. We seek to optimize the level of Consumer Incentives to retain a greater portion of Billings. However, if the amount of Consumer Incentives exceeds the amount of Billings that we are paid by the applicable marketer we are still responsible for paying the total Consumer Incentive. In some instances, we may also charge the marketer, the Consumer Incentive, in which case the marketer determines the level of Consumer Incentive for the campaign.
•Engagement Based Pricing. Under our engagement based pricing model, marketers generally pay us a fee for each purchase that we generate following a consumer's engagement with an offer. Marketers may choose between two variations of our engagement based pricing model: (1) Cost per Redemption whereby marketers specify and fund the Consumer Incentive and pay us a separate negotiated, fixed marketing fee or (2) Cost per Transaction whereby marketers pay us a negotiated, fixed marketing fee out of which we fund the Consumer Incentive, which is determined in our discretion. We generate Revenue if the consumer (i) is served an offer, (ii) selects the offer and thereby becomes eligible to earn the applicable Consumer Incentive, and (iii) makes a qualifying purchase from the marketer during the campaign period. We set the fees for engagement based pricing for marketers based on our estimation of the marketers' return on spend for the relevant campaign.
The following table summarizes Revenue from the Cardlytics platform by pricing model (in thousands):
Three Months Ended
March 31,
 20262025
Served based pricing$10,062 $24,911 
Engagement based pricing22,971 30,679 
Other Revenue(1)
1,286 845 
Cardlytics Platform Revenue$34,319 $56,435 
(1)Other Revenue during the three months ended March 31, 2026 and 2025 primarily includes pricing models that do not relate to served based pricing and engagement based pricing, which includes new pricing models that we are exploring and hosting fees that we charge our FI partners to support the costs required to host our services.
v3.26.1
LEASES
 3 Months Ended
Mar. 31, 2026
Leases [Abstract]  
LEASES LEASES
We have various non-cancellable operating and finance leases for our office spaces and operational assets with lease periods expiring between 2026 and 2032.
Lease assets and liabilities, net, are as follows (in thousands):
Lease TypeConsolidated Balance Sheets LocationMarch 31, 2026December 31, 2025
Operating lease assetsRight-of-use assets under operating leases, net$4,403 $4,723 
Total lease assets$4,403 $4,723 
Operating lease liabilities, currentCurrent operating lease liabilities$1,467 $1,438 
Operating lease liabilities, long-termLong-term operating lease liabilities4,360 4,748 
Total lease liabilities$5,827 $6,186 
LEASES LEASES
We have various non-cancellable operating and finance leases for our office spaces and operational assets with lease periods expiring between 2026 and 2032.
Lease assets and liabilities, net, are as follows (in thousands):
Lease TypeConsolidated Balance Sheets LocationMarch 31, 2026December 31, 2025
Operating lease assetsRight-of-use assets under operating leases, net$4,403 $4,723 
Total lease assets$4,403 $4,723 
Operating lease liabilities, currentCurrent operating lease liabilities$1,467 $1,438 
Operating lease liabilities, long-termLong-term operating lease liabilities4,360 4,748 
Total lease liabilities$5,827 $6,186 
v3.26.1
DEBT AND FINANCING ARRANGEMENTS
 3 Months Ended
Mar. 31, 2026
Debt Disclosure [Abstract]  
DEBT AND FINANCING ARRANGEMENTS DEBT AND FINANCING ARRANGEMENTS
Our debt consists of the following (in thousands):
March 31, 2026December 31, 2025
Line of Credit$35,070 $40,070 
2024 Convertible Senior Notes, net169,131 168,850 
Total debt$204,201 $208,920 
Accrued interest is included within accrued expenses in our condensed consolidated balance sheet. As of March 31, 2026, we had accrued interest related to our 2024 Convertible Senior Notes (as defined below) of $3.7 million. As of December 31, 2025, we had accrued interest related to our 2024 Convertible Senior Notes and 2020 Convertible Senior Notes of $1.8 million.
During the three months ended March 31, 2026 and March 31, 2025, interest expense, net is reflected on the consolidated statements of operations consisted of interest expense of $2.8 million and $2.4 million and interest income of $0.3 million and $0.5 million, respectively.
2024 Convertible Senior Notes
On April 1, 2024, we issued $172.5 million principal amount of our 2024 Convertible Senior Notes in a private offering, including the exercise in full of the initial purchasers' option to purchase up to an additional $22.5 million principal amount of the 2024 Convertible Senior Notes. The net proceeds from this offering were $166.8 million, after deducting the initial purchasers' discounts, commissions and the offering expense payable by us. The 2024 Convertible Senior Notes were issued pursuant to, and are governed by, an indenture, dated as of April 1, 2024 (the "2024 Indenture"), between us and U.S. Bank Trust Company, National Association, as Trustee.
The 2024 Convertible Senior Notes will accrue interest at a rate of 4.25% per annum, payable semi-annually in arrears on April 1 and October 1 of each year, beginning on October 1, 2024. The 2024 Convertible Senior Notes will mature on April 1, 2029, unless earlier converted or repurchased by us. Before January 2, 2029, noteholders will have the right to convert their 2024 Convertible Senior Notes only in the following circumstances: (i) during any calendar quarter (and only during such calendar quarter), if the last reported sale price per share of our common stock, exceeds 130% of the conversion price for each of at least 20 trading days, whether or not consecutive, during the 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter; (ii) during the five consecutive business days immediately after any 10 consecutive trading day period (such 10 consecutive trading day period, the "measurement period") if the trading price per $1,000 principal amount of 2024 Convertible Senior Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price per share of the common stock on such trading day and the conversion rate on such trading day; (iii) upon the occurrence of certain corporate events or distributions on the common stock, as described in the 2024 Indenture; and (iv) at any time from, and including, January 2, 2029 until the close of business on the scheduled trading day immediately before the maturity date. We will settle conversions by paying or delivering, as applicable, cash, shares of our common stock or a combination of cash and shares of our common stock, at our election. The initial conversion rate is 55.4939 shares of common stock per $1,000 principal amount of 2024 Convertible Senior Notes, which represents an initial conversion price of approximately $18.02 per share of common stock. The conversion rate and conversion price will be subject to customary adjustments upon the occurrence of certain events. In addition, if certain corporate events that constitute a "Make-Whole Fundamental Change" (as defined in the 2024 Indenture) occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time.
If a "Fundamental Change" (as defined in the 2024 Indenture) occurs, then, subject to a limited exception for certain cash mergers, noteholders may require us to repurchase their 2024 Convertible Senior Notes at a cash repurchase price equal to the principal amount of the 2024 Convertible Senior Notes to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date. The definition of Fundamental Change includes certain business combination transactions involving us and certain de-listing events with respect to the common stock.
The net carrying amount of the liability component of the 2024 Convertible Senior Notes is as follows (in thousands):

March 31, 2026December 31, 2025
Principal$172,500 $172,500 
Minus:
Unamortized issuance costs(3,369)$(3,650)
Net carrying amount$169,131 $168,850 

Interest expense recognized related to the 2024 Convertible Senior Notes is as follows (in thousands):
Three Months Ended
March 31,
20262025
Contractual interest expense (due in cash)$1,833 $1,833 
Amortization of debt issuance costs281 281 
Total interest expense related to the 2024 Convertible Senior Notes$2,114 $2,114 
Effective interest rate4.90 %4.90 %
2018 Loan Facility
In April 2022, we amended our loan facility with Pacific Western Bank (the "2018 Loan Facility") to increase the capacity of our asset-backed revolving line of credit (the "2018 Line of Credit") from $50.0 million to $60.0 million with an option to increase to $75.0 million upon syndication. Additionally with this amendment, the former cash covenant, as described below, was removed and was replaced with a requirement to maintain a minimum level of Adjusted Contribution and a minimum adjusted cash of $25.0 million, which is reduced by eligible accounts receivable in excess of the loan capacity. In November 2022, we amended our 2018 Loan Facility to modify the eligible account receivable to exclude U.K. accounts, reduce the ability to borrow up to 85% of the amount of our eligible accounts receivable to 50% and adjusted the required minimum level of Adjusted Contribution. In February 2023, we amended our 2018 Loan Facility to remove and replace the former Adjusted Contribution covenant with a requirement to maintain a minimum level of Adjusted EBITDA. In May 2023, we amended our 2018 Loan Facility to modify the covenants related to the maximum amount of cash we are allowed to pay for the First Anniversary Payment Amount and Second Anniversary Payment Amount under the Merger Agreement. In February 2024, we amended our 2018 Loan Facility to increase the ability to borrow up to 75% of the amount of our eligible accounts receivable, adjusted the required minimum level of Adjusted EBITDA and increased the interest rate to the prime rate plus 0.25%.
The 2018 Loan Facility includes customary representations, warranties and covenants (affirmative and negative), including restrictive covenants that prohibit mergers, acquisitions, dispositions of assets, incurrence of indebtedness, encumbrances on our assets and the payment or declaration of dividends, in each case subject to specified exceptions.
The 2018 Loan Facility also includes standard events of default, including in the event of a material adverse change. Upon the occurrence of an event of default, the lender may declare all outstanding obligations immediately due and payable and take such other actions as are set forth in the 2018 Loan Facility and increase the interest rate otherwise applicable to advances under the 2018 Line of Credit by an additional 3.00%. All of our obligations under the 2018 Loan Facility are secured by a first priority lien on substantially all of our assets. The 2018 Loan Facility does not include any prepayment penalties.
In April 2024, we repaid in full $30.0 million of the principal balance of the 2018 Line of Credit. Interest on advances under the 2018 Line of Credit bore an interest rate equal to the prime rate plus 0.25%. In addition, we were required to pay an unused line fee of 0.15% per annum on the average daily unused amount of the revolving commitment.
In July 2024, we amended our 2018 Loan Facility, which increased the ability to borrow up to 85% of the amount of our U.S. eligible accounts receivable and 30% of the amount of our U.K. eligible accounts receivable, decreased our required minimum level of Adjusted EBITDA, and decreased the interest rate to prime rate plus 0.125%. The amendment also established a reserve and included an extension of the maturity date of the loan to July 31, 2026.
In September 2024, we entered into an amended and restated Loan and Security Agreement, which amended and restated the original Loan and Security Agreement to consolidate the original agreement and all subsequent amendments thereto into a single document. In January 2025, we amended our 2018 Loan Facility to decrease our required minimum level of Adjusted EBITDA. In April 2025, we amended our 2018 Loan Facility to extend the maturity date of the loan to April 15, 2028.
As of March 31, 2026, we had net borrowings of $35.1 million under the 2018 Line of Credit, which includes a repayment of $10.0 million on February 25, 2026 and a drawdown of $5.0 million on March 30, 2026. Subsequent to March 31, 2026, we repaid $20.1 million on April 7, 2026 under the 2018 Line of Credit. As of April 2026, we had $26.1 million of unused available borrowings under our 2018 Line of Credit.
During the three months ended March 31, 2026 and 2025, we incurred $0.6 million and $0.1 million of interest expense associated with the 2018 Loan Facility, respectively. We believe we are in compliance with all financial covenants as of March 31, 2026.
In April 2026, we amended our 2018 Loan Facility which lowered our required minimum of unrestricted cash from $25.0 million to $20.0 million in the demand deposit accounts.
v3.26.1
STOCK-BASED COMPENSATION
 3 Months Ended
Mar. 31, 2026
Share-Based Payment Arrangement [Abstract]  
STOCK-BASED COMPENSATION STOCK-BASED COMPENSATION
On May 20, 2025, at the 2025 Annual Meeting our stockholders approved the 2025 Plan. The aggregate number of shares of our common stock that may be issued pursuant to stock awards under the 2025 Plan will not exceed 15,722,908 shares, which is the sum of (i) 10,000,000 new shares, (ii) the number of shares reserved, and remaining available for issuance, under our 2018 Equity Incentive Plan ("2018 Plan"), and (iii) the number of shares subject to stock options or other stock awards granted under our 2008 Stock Plan ("2008 Plan") or 2018 Plan that would have otherwise returned to our 2018 Plan (such as upon the expiration or termination of a stock award prior to vesting). The 2025 Plan was previously approved, subject to stockholder approval, by our Board of Directors. The 2025 Plan became effective immediately upon stockholder approval at the 2025 Annual Meeting.
The 2018 Plan became effective in February 2018. Prior to the 2018 Plan, we granted awards under our 2008 Plan. Any awards granted under the 2008 Plan and the 2018 Plan remain subject to the terms of our 2008 Plan and 2018 Plan and applicable award agreements, and shares subject to awards granted under our 2008 Plan that are forfeited, canceled or expired prior to vesting become available for use under our 2025 Plan. As of March 31, 2026, there were 3,805,341 shares of our common stock reserved for issuance under our 2025 Plan.
On July 18, 2022, our Board of Directors adopted the Cardlytics, Inc. 2022 Inducement Plan ("2022 Inducement Plan"). Our Board of Directors also adopted a form of stock option grant notice and agreement and a form of restricted stock unit grant notice and agreement for use with the 2022 Inducement Plan. We reserved a total of 1,500,000 shares of our Common Stock under the 2022 Inducement Plan. On January 18, 2023, our Board of Directors approved an amendment to the 2022 Inducement Plan to reserve an additional 350,000 shares of our common stock. On July 13, 2023, our Board of Directors approved an amendment to the 2022 Inducement Plan to reserve an additional 800,000 shares of our common stock. On November 6, 2024, our board of directors approved an amendment to the 2022 Inducement Plan to reserve an additional 2,500,000 shares of our common stock. As of March 31, 2026, there were 1,356,174 shares available under the 2022 Inducement Plan.
The following table summarizes the allocation of stock-based compensation in the condensed consolidated statements of operations (in thousands):
 Three Months Ended
March 31,
 20262025
Delivery costs$268 $473 
Sales and marketing expense708 1,605 
Research and development expense1,993 2,799 
General and administrative expense1,592 3,062 
Discontinued operations
267 755 
Total stock-based compensation expense$4,828 $8,694 

The following discussion of our share-based compensation awards includes awards related to continuing and discontinued operations.
During the three months ended March 31, 2026 and 2025, we capitalized $0.7 million and $1.0 million of stock-based compensation expense for software development, respectively.
Restricted Stock Units
We grant restricted stock units ("RSUs") to certain employees and our non-employee directors. The following table summarizes changes in RSUs, inclusive of performance-based RSUs:
Shares
(in thousands)		Weighted-Average Grant Date Fair ValueWeighted-Average Remaining Contractual Term (in years)Unamortized Compensation Costs
(in thousands)
Unvested — December 31, 2025
7,786 $3.15 0.76$13,374 
Granted5,614 0.96 
Vested(557)8.84 
Forfeited(1,129)3.80 
Unvested — March 31, 2026
11,714 $1.76 1.21$10,520 
Service-based RSUs
During the three months ended March 31, 2026, we granted 5,614,375 RSUs to employees and non-employee directors, which have vesting periods ranging from vesting immediately to vesting in four years.
Subsequent to March 31, 2026, we granted 672,000 RSUs to employees, which have vesting periods of two years. The unamortized stock-based compensation expense related to all RSUs granted subsequent to March 31, 2026 is $0.6 million.
Performance-based RSUs
In June 2025 and March 2025, we granted 442,500 and 95,625 PSUs, respectively, which will vest at the achievement of specific stock price hurdles for at least 20 consecutive trading days at market close between April 1, 2025 and April 1, 2028; provided, however, that in the event that the applicable triggering stock price is met prior to April 1, 2026, such vesting will not occur until April 1, 2026.
In July 2022, we granted 100,990 PSUs which included two tranches that vest on the achievement of specific Revenue-based performance metrics ("2022 Bridg PSUs"). During the three months ended September 30, 2025 and September 30, 2024, we reassessed the likelihood of achieving the first and second tranche of the 2022 Bridg PSUs, respectively, and concluded that the achievement of each is no longer probable. As a result of the change in estimate, we reversed the previously recognized cumulative expense associated with each grant as a benefit to stock-based compensation during the period in which we deemed it no longer probable. The 2022 Bridg PSU shares were forfeited with the Bridg Sale.
In March 2022 and August 2022, we granted 269,202 and 25,248 performance-based restricted stock units ("2022 PSUs"), respectively, consisting of three tranches. The first two tranches each represent 25% of the grant, and each vests upon the achievement of certain milestones related to the installation of our Ad Server at our FI partners. In December 2022, the compensation committee of our Board of Directors certified that the first tranche's milestone related to the installation of our Ad Server at our FI partners had been achieved, which resulted in the immediate vesting of the first tranche representing 25% of the grant. In January 2025, the compensation committee of our Board of Directors certified that the second tranche's milestone had been achieved, which resulted in the immediate vesting of the second tranche representing 25% of the grant. Fifty percent of the third tranche vests upon the achievement of a certain number of advertisers purchasing both the Cardlytics and Bridg platforms at a target incremental Billings amount over the 2021 Billings amount, and the remaining 50% of the tranche vests six months after this target is achieved. During the year ended December 31, 2024, we reassessed the likelihood of achieving the third tranche's milestones and concluded that the achievement is no longer probable. As a result of the change in estimate, we have reversed the previously recognized cumulative expense associated with the third tranche of this grant as a benefit to stock-based compensation during the year ended December 31, 2024. The third tranche shares were forfeited with the Bridg Sale.
In September 2021, we granted 6,667 PSUs which have the same unmet revenue target vesting condition of the 2021 PSUs and 6,667 PSUs which have the same unmet different revenue target vesting condition of the 2021 PSUs as described below. As discussed below, we concluded that the achievement of the 2021 PSUs is no longer probable and have reversed the previously recognized cumulative expense in the respective period in which the 2021 PSUs were determined to no longer be achievable. As of April 1, 2025, the 2021 PSU was forfeited as the performance condition was not met during the performance period.
In April 2021, we granted 110,236 performance-based restricted stock units ("2021 PSUs") consisting of two tranches. The first tranche consists of 55,118 units that have a performance-based vesting condition based on a minimum Revenue target over a trailing 12-month period. The units in this first tranche fully vest upon achievement. The second tranche consists of 55,118 units with a performance-based vesting condition based on a different minimum Revenue target over a trailing 12-month period. Half of the units in the second tranche vest upon achievement and the remaining units vest six months after the achievement date, subject to continued service. Each performance-based vesting condition within the two tranches must be achieved within four years of the grant date and are subject to certification by the compensation committee of our Board of Directors. During the year-ended December 31, 2023, we reassessed the likelihood of achieving the 2021 PSUs performance-based vesting condition and concluded that the achievement is no longer probable. As a result of the change in estimate, we have reversed the previously recognized cumulative expense associated with the 2021 PSUs since the grant date as a benefit to stock-based compensation during the year ended December 31, 2023. On April 1, 2025, the 2021 PSUs were forfeited as the performance condition was not met during the performance period.
With the exception of the 2021 PSUs, the third tranche of the 2022 PSUs, the 2022 Bridg PSUs and any other PSUs tied to these vesting conditions, we believe that the achievement of all of the above referenced performance-based vesting conditions are probable before the awards' respective expiration dates.
Employee Stock Purchase Plan
Our 2018 Employee Stock Purchase Plan ("2018 ESPP") enables eligible employees to purchase shares of our common stock at a discount. Purchases are accomplished through participation in discrete offering periods. On each purchase date, participating employees purchase our common stock at a price per share equal to 85% of the lesser of the fair market value of our common stock on the first trading day of the offering period or the date of purchase.
As of March 31, 2026, 1,110,588 shares of common stock were reserved for issuance pursuant to our 2018 ESPP. Additionally, the number of shares of our common stock reserved for issuance under our 2018 ESPP will automatically increase on January 1 of each year, which began on January 1, 2019 and will continue through and including January 1, 2028, by the lesser of (i) 1% of the total number of shares of our common stock outstanding on December 31 of the preceding calendar year, (ii) 500,000 shares of our common stock or (iii) such lesser number of shares of common stock as determined by our Board of Directors. Accordingly, the number of shares of our common stock reserved for issuance under our 2018 ESPP increased by 500,000 shares on January 1, 2026. Shares subject to purchase rights granted under our 2018 ESPP that terminate without having been issued in full will not reduce the number of shares available for issuance under our 2018 ESPP.
v3.26.1
FAIR VALUE MEASUREMENTS
 3 Months Ended
Mar. 31, 2026
Fair Value Disclosures [Abstract]  
FAIR VALUE MEASUREMENTS FAIR VALUE MEASUREMENTS
We record the fair value of assets and liabilities in accordance with ASC 820, Fair Value Measurement ("ASC 820"). ASC 820 defines fair value as the price received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity.
In addition to defining fair value, ASC 820 expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels, which is determined by the lowest level input that is significant to the fair value measurement in its entirety.
The fair value of our reporting units was classified in Level 3 of the fair value hierarchy due to the significance of unobservable inputs developed using company-specific information. Refer to Note 4—Goodwill and Acquired Intangibles for further details.
These levels are:
•Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities.
•Level 2 - quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument.
•Level 3 - unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability at fair value.
Included in the fair value table are cash equivalents and marketable securities. Cash equivalents are comprised of money market funds, which approximates fair value at the balance sheet dates, due to the short period of time to maturity. Marketable Securities are comprised of 1,810,222 shares of PAR’s common stock issued as consideration for the Bridg Sale, which is valued based on PAR's stock price as of the balance sheet date. The fair value of cash equivalents and marketable securities are as follows (in thousands):
 March 31, 2026
 Level 1Level 2Level 3Total
Assets:
Cash equivalents
Money market funds$11,500 $— $— $11,500 
Marketable Securities
24,130 — — 24,130 
Total cash equivalents and marketable securities at fair value
$35,630 $— $— $35,630 
 December 31, 2025
 Level 1Level 2Level 3Total
Assets:
Cash equivalents
Money market funds$26,283 $— $— $26,283 
Total cash equivalents at fair value$26,283 $— $— $26,283 
During the three months ended March 31, 2026, the Company recorded an unrealized loss of $1.3 million related to the change in fair value of 1,810,222 shares of PAR’s common stock held since the Closing Date. This loss is recognized within Loss on investments in our condensed consolidated statement of operations for the three months ended March 31, 2026. Subsequent to March 31, 2026, the Company sold all 1,810,222 shares of PAR’s common stock for cash proceeds of $23.0 million, net of fees, resulting in a total realized loss related to the change in fair value of $2.2 million year to date.
v3.26.1
COMMITMENTS AND CONTINGENCIES
 3 Months Ended
Mar. 31, 2026
Commitments and Contingencies Disclosure [Abstract]  
COMMITMENTS AND CONTINGENCIES COMMITMENTS AND CONTINGENCIES
Other Commitments
We lease property and equipment under non-cancelable operating lease agreements. Refer to Note 6—Leases for further details. In September 2020, we issued the 2020 Convertible Senior Notes with an aggregate principal amount of $230.0 million bearing an interest rate of 1.00% due in September 2025. During the year ended December 31, 2024, we partially paid down the 2020 Convertible Senior Notes and issued the 2024 Convertible Senior Notes with an aggregate principal amount of $172.5 million bearing an interest rate of 4.25% due on April 1, 2029. In September 2025, we paid down the remaining $46.1 million on the 2020 Convertible Senior Notes. As of March 31, 2026, we had net borrowings of $35.1 million against the 2018 Line of Credit. Refer to Note 7—Debt and Financing Arrangements for further details.
In January 2024, we renewed a cloud hosting agreement guaranteeing aggregate spend to a cloud hosting provider of $17.0 million each year over a three-year period. During the second year of the agreement, we had $16.2 million of aggregated spend. As a result of the shortfall, we accrued $0.8 million within accrued expenses liability on our consolidated balance sheets as of December 31, 2025. During the three months ended March 31, 2026, we entered into a new five-year agreement which replaced the existing three-year agreement and remediated the shortfall from year two. As a result, we reversed the previously recognized $0.8 million expense.
Litigation and Guarantees
From time to time, we may become involved in legal actions arising in the ordinary course of business including, but not limited to, intellectual property infringement and collection matters. We make assumptions and estimates concerning the likelihood and amount of any potential loss relating to these matters using the latest information available. We record a liability for litigation if an unfavorable outcome is probable and the amount of loss or range of loss can be reasonably estimated. If an unfavorable outcome is probable and a reasonable estimate of the loss is a range, we accrue the best estimate within the range. If no amount within the range is a better estimate than any other amount, we accrue the minimum amount within the range. If an unfavorable outcome is probable but the amount of the loss cannot be reasonably estimated, we disclose the nature of the litigation and indicate that an estimate of the loss or range of loss cannot be made. If an unfavorable outcome is reasonably possible and the estimated loss is material, we disclose the nature and estimate of the possible loss of the litigation. We do not disclose information with respect to litigation where an unfavorable outcome is considered to be remote or where the estimated loss would not be material.
Additionally, we have assumed certain indemnification agreements in conjunction with acquisitions with former directors and officers that may require us, among other things, to indemnify them against certain liabilities and litigation that may arise by reason of their previous status or service as directors, officers or employees prior to being acquired by Cardlytics. As part of the Bridg acquisition, the Company assumed certain indemnification obligations of that company's officers which may cover certain litigation in which a former officer and his co-defendants are involved. The former officer and co-defendants discussed an initial settlement of their litigation at the end of March 2026 and the allocated portion of the former officer, with whom we may have an obligation, was $5.3 million. Subsequent to March 31, 2026, we extended an offer to the former officer to settle certain obligations under the indemnification that may extend between us and the former officer for $1.3 million and release of any rights to claims by the Company on the D&O policy covering that officer. We evaluated the offer in accordance with ASC 460, Guarantees, and concluded that as of March 31, 2026 that a loss is probable, and the offer represents the most likely estimate of the amount to settle the obligation. The Company is not aware of a final settlement agreement between the former officer and the other parties, so we are not currently able to determine a range of possible outcomes in excess of the $1.3 million offer; however, based on the current allocation to the former officer we believe the maximum amount of the liability could be $5.3 million, and we believe that $4.0 million will be covered by the D&O policy. We have determined that this item is a recognized subsequent event related to the Bridg acquisition, that was since divested in the first quarter of 2026, and we have included the expected loss within discontinued operations.
We are not presently a party to any other legal proceedings that, if determined adversely to us, would individually or taken together have a material adverse effect on our business, operating results, financial condition or cash flows. Regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources and other factors.
v3.26.1
EARNINGS PER SHARE
 3 Months Ended
Mar. 31, 2026
Earnings Per Share [Abstract]  
EARNINGS PER SHARE EARNINGS PER SHARE
Diluted net loss per share is the same as basic net loss per share for the three months ended March 31, 2026 and 2025 because the effects of potentially dilutive items were anti-dilutive, given our net losses during these periods. The following securities as of March 31, 2026 and 2025 have been excluded from the calculation of diluted weighted-average common shares outstanding because the effect is anti-dilutive (in thousands):
 March 31,
 20262025
Common stock options39 50 
2020 Convertible Senior Notes— 541 
2024 Convertible Senior Notes9,573 9,573 
Unvested restricted stock units11,714 6,317 
Common stock issuable pursuant to the 2018 ESPP117 326 
v3.26.1
SEGMENTS
 3 Months Ended
Mar. 31, 2026
Segment Reporting [Abstract]  
SEGMENTS SEGMENTS
Segment information presented below is based on our Cardlytics Platform reportable segment. Refer to Note 3—Discontinued Operations for further discussion regarding the divestiture of our Bridg business.
As of March 31, 2026, we have two operating segments: the Cardlytics platform in the U.S. and U.K, as determined by the information that our Chief Executive Officer, who we consider our chief operating decision-maker ("CODM"), uses to make strategic goals and operating decisions. Our Cardlytics platform operating segments in the U.S. and U.K. represent our proprietary advertising channels and are aggregated into one reportable segment given their similar economic characteristics, nature of service, types of customers and method of distribution. Our CODM allocates resources to, and evaluates the performance of, our operating segments based on Adjusted Contribution. Our CODM uses Adjusted Contribution extensively to measure the efficiency of our advertising platform, make decisions to manage advertising campaigns and evaluate our operational performance. We view Adjusted Contribution as an important operating measure of our financial results. We believe that Adjusted Contribution provides useful information to investors and others in understanding and evaluating our results of operations in the same manner as our management and Board of Directors. Our CODM does not review assets by operating segment for the purposes of evaluating performance or allocating resources.
Revenue can be directly attributable to each segment. With the exception of deferred implementation costs, Partner Share and other third-party costs is also directly attributable to each segment. The accounting policies of each of our reportable segments are the same as those described in the summary of significant accounting policies. Refer to Note 5—Revenue for further information.
The following tables provide information regarding the Cardlytics platform reportable segment (in thousands):
 Three Months Ended
March 31,
 20262025
Cardlytics platform
Revenue$34,319 $56,435 
Minus: Adjusted Partner Share13,890 28,065 
Minus: Other third-party costs(1)
707 1,039 
Adjusted Contribution$19,722 $27,331 
(1)Other third-party costs above primarily represents media and data costs that we incur to support the Cardlytics platform.
Adjusted Contribution
Adjusted Contribution measures the degree by which Revenue generated from our marketers exceeds the cost to obtain the purchase data and the digital advertising space from our partners. Adjusted Contribution demonstrates how incremental Revenue on our platforms generates incremental amounts to support our sales and marketing, research and development, general and administrative and other investments. Adjusted Contribution is calculated by taking our total Revenue less our Partner Share and other third-party costs. Adjusted Contribution does not take into account all costs associated with generating Revenue from advertising campaigns, including sales and marketing expenses, research and development expenses, general and administrative expenses and other expenses, which we do not take into consideration when making decisions on how to manage our advertising campaigns. Management views Adjusted Contribution as the most relevant metric to measure the financial performance as it reflects the dollars we keep after all of our partners are paid.
The following table presents a reconciliation of loss before income taxes presented in accordance with GAAP to Adjusted Contribution (in thousands):
 Three Months Ended
March 31,
 20262025
Adjusted Contribution$19,722 $27,331 
Minus:
Delivery costs2,581 5,786 
Sales and marketing expense6,761 10,382 
Research and development expense6,430 10,278 
General and administrative expense8,281 12,943 
Change in contingent consideration— 60 
Gain on divestiture
— (5,350)
Depreciation and amortization expense3,943 4,347 
Total other expense (income)
5,524 (797)
Loss before income taxes from continuing operations
$(13,798)$(10,318)
The following tables provide geographical information (in thousands):
 Three Months Ended
March 31,
 20262025
Revenue:
United States$27,634 $50,926 
United Kingdom6,685 5,509 
Total$34,319 $56,435 
March 31, 2026December 31, 2025
Property and equipment, net:
United States$1,693 $1,872 
United Kingdom50 59 
Total$1,743 $1,931 
Capital expenditures within the United States totaled less than $0.1 million for each period during the three months ended March 31, 2026 and 2025. Capital expenditures within the United Kingdom totaled less than $0.1 million for each period during the three months ended March 31, 2026 and 2025.
Concentrations of Risk
Cash and Cash Equivalents
Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. A significant portion of our cash and cash equivalents are held in fully FDIC-insured money market accounts and demand deposit accounts that distribute funds, and credit risk, over a vast number of financial institutions. Our remaining cash and cash equivalents are held with five financial institutions, which are of high credit quality.
Marketers
As of December 31, 2025, we define a marketer as a customer who has a distinct contractual relationship with us, rather than aggregating by parent company.
Our Revenue and accounts receivable are diversified among a large number of marketers segregated by both geography and industry. During the three months ended March 31, 2026 and 2025, our top five marketers accounted for 26% and 19% of our Revenue, respectively, with no marketer accounting for over 10%. As of March 31, 2026 and 2025, our top five marketers accounted for 26% and 17% of our accounts receivable, respectively, with one marketer accounting for over 10% during the three months ended March 31, 2026.
FI Partners
Our business is substantially dependent on a limited number of FI partners. We require participation from our FI partners in the Cardlytics platform and access to their purchase data in order to offer our solutions to marketers and their agencies. We must have FI partners with a sufficient number of customers and levels of customer engagement to ensure that we have robust purchase data and marketing space to support a broad array of incentive programs for marketers. Our agreements with a substantial majority of our FI partners have terms of three to seven years but are generally terminable by the FI partner on 90 days or less prior notice. The agreements generally have auto-renewal provisions that allow for the agreements to extend past their originally contemplated end date, unless terminated earlier in accordance with the terms of the agreement. If an FI partner terminates its agreement with us, we would lose that FI partner as a source of purchase data and online banking customers.
During the three months ended March 31, 2026 and 2025, our top three FI partners combined to account for over 88% and 80% respectively, of the total Partner Share we paid to all partners for each period, with the top two FI partners representing over 70% for each period.
On April 22, 2025, we received a written non-renewal notice from Bank of America related to our agreements, which will each expire pursuant to their terms effective as of July 31, 2025. Pursuant to the agreements, Bank of America has requested that we continue to provide uninterrupted operations under the agreements for a period through January 27, 2026, which period was extended through February 16, 2026, at which point our relationship with Bank of America ended.
On July 7, 2025, we entered into a Fourth Amendment (the "Fourth Amendment") to Schedule #1 of the Master Agreement, as previously amended (the "Master Agreement"), with JPMorgan Chase Bank, National Association. The Fourth Amendment extends the term of the Master Agreement until November 18, 2028, and further amends provisions related to Supplier Billings Share, Incentive Bonus, Quality Credits, and certain other matters. Pursuant to the Fourth Amendment, among other items, the parties agreed to reduce the Supplier Billings Share beginning on January 1, 2026, although the Supplier Billings Share, or the portion of Billings retained by the Company, remains higher than it was prior to the Third Amendment to Schedule #1 of the Master Agreement.
v3.26.1
Insider Trading Arrangements
 3 Months Ended
Mar. 31, 2026
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.26.1
SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING STANDARDS (Policies)
 3 Months Ended
Mar. 31, 2026
Accounting Policies [Abstract]  
Unaudited Interim Results
Unaudited Interim Results
The accompanying unaudited interim condensed consolidated financial statements and information have been prepared in accordance with generally accepted accounting principles in the United States ("GAAP") and in accordance with the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly, they do not include all of the information and disclosures required by GAAP for complete financial statements. In the opinion of management, these financial statements contain all normal and recurring adjustments considered necessary to present fairly the financial position, results of operations and cash flows for the periods presented. The results for interim periods presented are not necessarily indicative of the results to be expected for the full year due to the seasonality of our business, which has been historically impacted by higher consumer spending during the fourth quarter. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes thereto included on our Annual Report on Form 10-K ("Annual Report") for the fiscal year ended December 31, 2025.
Use of Estimates
Macroeconomic Considerations
Unfavorable conditions in the economy both in the United States and abroad may negatively affect the growth of our business and our results of operations. For example, macroeconomic events, including fluctuations in inflation and interest rates, the imposition of tariffs in the United States and abroad, the Russia-Ukraine war and the Middle East conflict have led to economic uncertainty globally. Historically, during periods of economic uncertainty and downturns, businesses may slow spending on advertising, which may impact our business and our customers’ businesses.
The effect of macroeconomic conditions may not be fully reflected in our results of operations until future periods. If, however, economic uncertainty increases or the global economy worsens, our business, financial condition and results of operations may be harmed. For further discussion of the potential impacts of macroeconomic events on our business, financial condition and operating results, see the section titled "Risk Factors.
Fair Value Measurements
We record the fair value of assets and liabilities in accordance with ASC 820, Fair Value Measurement ("ASC 820"). ASC 820 defines fair value as the price received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and in the principal or most advantageous market for that asset or liability. The fair value should be calculated based on assumptions that market participants would use in pricing the asset or liability, not on assumptions specific to the entity.
In addition to defining fair value, ASC 820 expands the disclosure requirements around fair value and establishes a fair value hierarchy for valuation inputs. The hierarchy prioritizes the inputs into three levels based on the extent to which inputs used in measuring fair value are observable in the market. Each fair value measurement is reported in one of the three levels, which is determined by the lowest level input that is significant to the fair value measurement in its entirety.
The fair value of our reporting units was classified in Level 3 of the fair value hierarchy due to the significance of unobservable inputs developed using company-specific information. Refer to Note 4—Goodwill and Acquired Intangibles for further details.
These levels are:
•Level 1 - quoted prices (unadjusted) in active markets for identical assets or liabilities.
•Level 2 - quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument.
•Level 3 - unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability at fair value.
Revenue
The Cardlytics platform
The Cardlytics platform is our proprietary native bank advertising channel that enables marketers to reach consumers through the FI partners' trusted and frequently visited digital banking channels. Working with the marketer, we design a campaign that targets customers based on their purchase history. The consumer is offered an incentive (collectively, "Consumer Incentives") to make a purchase from the marketer within a specified period. We use a portion of the fees that we collect from marketers to provide these Consumer Incentives to our FI partners' customers after they make qualifying purchases. Leveraging our platform, we are able to create compelling Consumer Incentives that have the potential to increase return on advertising spend for marketers and measure the effectiveness of the advertising. Consumer Incentives totaled $23.8 million and $35.7 million during the three months ended March 31, 2026 and 2025, respectively. We pay certain partners a negotiated and fixed percentage of our Billings to marketers less any Consumer Incentives that we pay to partners' customers and certain third-party data costs ("Partner Share"). Revenue on our condensed consolidated statements of operation is presented net of Consumer Incentives and gross of Partner Share.
The Cardlytics platform has two different pricing models: (1) served based pricing and (2) engagement based pricing.
•Served Based Pricing. Under our Cost per Served Sale ("CPS") pricing model, we generate Revenue by charging a percentage, which we refer to as the CPS rate, of all purchases from the marketer by consumers who (1) are served marketing and (2) subsequently make a purchase from the marketer during the campaign period, regardless of whether consumers engage with the applicable offer and thereby becomes eligible to earn the applicable Consumer Incentive. We set CPS rates for marketers based on our expectation of the marketer's return on spend for the relevant campaign. Additionally, we set the amount of Consumer Incentives payable for each campaign based on our estimation of our ability to drive incremental sales for the marketer. We seek to optimize the level of Consumer Incentives to retain a greater portion of Billings. However, if the amount of Consumer Incentives exceeds the amount of Billings that we are paid by the applicable marketer we are still responsible for paying the total Consumer Incentive. In some instances, we may also charge the marketer, the Consumer Incentive, in which case the marketer determines the level of Consumer Incentive for the campaign.
•Engagement Based Pricing. Under our engagement based pricing model, marketers generally pay us a fee for each purchase that we generate following a consumer's engagement with an offer. Marketers may choose between two variations of our engagement based pricing model: (1) Cost per Redemption whereby marketers specify and fund the Consumer Incentive and pay us a separate negotiated, fixed marketing fee or (2) Cost per Transaction whereby marketers pay us a negotiated, fixed marketing fee out of which we fund the Consumer Incentive, which is determined in our discretion. We generate Revenue if the consumer (i) is served an offer, (ii) selects the offer and thereby becomes eligible to earn the applicable Consumer Incentive, and (iii) makes a qualifying purchase from the marketer during the campaign period. We set the fees for engagement based pricing for marketers based on our estimation of the marketers' return on spend for the relevant campaign.
v3.26.1
DISCONTINUED OPERATIONS (Tables)
 3 Months Ended
Mar. 31, 2026
Discontinued Operations and Disposal Groups [Abstract]  
Schedules of Discontinued Operations, Income Statement, Balance Sheet and Cash Flows
The following table summarizes income (loss) from discontinued operations as presented in our condensed consolidated statements of operations for the three months ended March 31, 2026 and 2025 (in thousands):
Three Months Ended
March 31,
20262025
Revenue$4,175 $5,463 
Costs and expenses:
Partner Share and other third-party costs589 346 
Delivery costs1,364 1,502 
Sales and marketing expense929 2,372 
Research and development552 1,428 
General and administrative3,460 835 
Divestiture costs2,031 — 
Gain on divestiture(14,543)— 
Depreciation and amortization expense4751,944 
Income (loss) from discontinued operations$9,318 $(2,964)
The following table summarizes assets and liabilities of discontinued operations as presented in our condensed consolidated balance sheets as of March 31, 2026 and December 31, 2025 (in thousands):
March 31, 2026December 31, 2025
Accounts receivable, net$— $211 
Other receivables— 113 
Other current assets— 91 
Current assets of discontinued operations$— $415 
Property and equipment, net— 94 
Operating lease right-of-use assets— 224 
Intangible assets, net— 5,553 
Capitalized software development costs, net— 5,209 
Other long-term assets, net— 83 
Noncurrent assets of discontinued operations$— $11,163 
Accounts payable— 705 
Accrued compensation— 67 
Accrued liabilities— 600 
Partner share liability— 68 
Deferred revenue— 48 
Current operating lease liabilities— 169 
Current liabilities of discontinued operations$— $1,657 
Long-term deferred revenue— 52 
Long-term operating lease liabilities— 39 
Long-term liabilities of discontinued operations$— $91 
The following table provides operating and investing cash flow information for our discontinued operation (in thousands):
Three Months Ended
March 31,
20262025
Operating activities
Depreciation and amortization
$475 $1,944 
Stock-based compensation expense$267 $755 
Investing activities
Capitalized software development costs$(356)$(578)
Non-cash investing activities
 Common stock as consideration for the Bridg Sale
$25,416 $— 
Schedule of Acquired Intangible Assets
Acquired intangible assets subject to amortization as of December 31, 2025 were as follows:
Gross Carrying AmountAccumulated AmortizationNetWeighted Average Remaining Useful Life
(in thousands)(in years)
Developed technology$49,873 $(45,055)$4,818 1.5
Merchant relationships21,930 (21,195)735 0.4
Total other intangible assets$71,803 $(66,250)$5,553 
v3.26.1
GOODWILL AND ACQUIRED INTANGIBLES (Tables)
 3 Months Ended
Mar. 31, 2026
Goodwill and Intangible Assets Disclosure [Abstract]  
Schedule of Goodwill
The carrying amounts of goodwill as of March 31, 2026 were as follows (in thousands):
U.S. Cardlytics Platform
Consolidated
Balance as of December 31, 2025$110,305 $110,305 
Impairment charge— — 
Balance as of March 31, 2026$110,305 $110,305 
v3.26.1
REVENUE (Tables)
 3 Months Ended
Mar. 31, 2026
Revenue from Contract with Customer [Abstract]  
Disaggregation of Revenue
The following table summarizes Revenue from the Cardlytics platform by pricing model (in thousands):
Three Months Ended
March 31,
 20262025
Served based pricing$10,062 $24,911 
Engagement based pricing22,971 30,679 
Other Revenue(1)
1,286 845 
Cardlytics Platform Revenue$34,319 $56,435 
(1)Other Revenue during the three months ended March 31, 2026 and 2025 primarily includes pricing models that do not relate to served based pricing and engagement based pricing, which includes new pricing models that we are exploring and hosting fees that we charge our FI partners to support the costs required to host our services.
v3.26.1
LEASES (Tables)
 3 Months Ended
Mar. 31, 2026
Leases [Abstract]  
Assets And Liabilities, Lessee
Lease assets and liabilities, net, are as follows (in thousands):
Lease TypeConsolidated Balance Sheets LocationMarch 31, 2026December 31, 2025
Operating lease assetsRight-of-use assets under operating leases, net$4,403 $4,723 
Total lease assets$4,403 $4,723 
Operating lease liabilities, currentCurrent operating lease liabilities$1,467 $1,438 
Operating lease liabilities, long-termLong-term operating lease liabilities4,360 4,748 
Total lease liabilities$5,827 $6,186 
v3.26.1
DEBT AND FINANCING ARRANGEMENTS (Tables)
 3 Months Ended
Mar. 31, 2026
Debt Disclosure [Abstract]  
Schedule of Debt
Our debt consists of the following (in thousands):
March 31, 2026December 31, 2025
Line of Credit$35,070 $40,070 
2024 Convertible Senior Notes, net169,131 168,850 
Total debt$204,201 $208,920 
Convertible Debt
The net carrying amount of the liability component of the 2024 Convertible Senior Notes is as follows (in thousands):

March 31, 2026December 31, 2025
Principal$172,500 $172,500 
Minus:
Unamortized issuance costs(3,369)$(3,650)
Net carrying amount$169,131 $168,850 

Interest expense recognized related to the 2024 Convertible Senior Notes is as follows (in thousands):
Three Months Ended
March 31,
20262025
Contractual interest expense (due in cash)$1,833 $1,833 
Amortization of debt issuance costs281 281 
Total interest expense related to the 2024 Convertible Senior Notes$2,114 $2,114 
Effective interest rate4.90 %4.90 %
v3.26.1
STOCK-BASED COMPENSATION (Tables)
 3 Months Ended
Mar. 31, 2026
Share-Based Payment Arrangement [Abstract]  
Allocation of recognized period costs
The following table summarizes the allocation of stock-based compensation in the condensed consolidated statements of operations (in thousands):
 Three Months Ended
March 31,
 20262025
Delivery costs$268 $473 
Sales and marketing expense708 1,605 
Research and development expense1,993 2,799 
General and administrative expense1,592 3,062 
Discontinued operations
267 755 
Total stock-based compensation expense$4,828 $8,694 
Summary of RSU activity
We grant restricted stock units ("RSUs") to certain employees and our non-employee directors. The following table summarizes changes in RSUs, inclusive of performance-based RSUs:
Shares
(in thousands)		Weighted-Average Grant Date Fair ValueWeighted-Average Remaining Contractual Term (in years)Unamortized Compensation Costs
(in thousands)
Unvested — December 31, 2025
7,786 $3.15 0.76$13,374 
Granted5,614 0.96 
Vested(557)8.84 
Forfeited(1,129)3.80 
Unvested — March 31, 2026
11,714 $1.76 1.21$10,520 
v3.26.1
FAIR VALUE MEASUREMENTS (Tables)
 3 Months Ended
Mar. 31, 2026
Fair Value Disclosures [Abstract]  
Fair Value, Assets Measured on Recurring Basis
 March 31, 2026
 Level 1Level 2Level 3Total
Assets:
Cash equivalents
Money market funds$11,500 $— $— $11,500 
Marketable Securities
24,130 — — 24,130 
Total cash equivalents and marketable securities at fair value
$35,630 $— $— $35,630 
 December 31, 2025
 Level 1Level 2Level 3Total
Assets:
Cash equivalents
Money market funds$26,283 $— $— $26,283 
Total cash equivalents at fair value$26,283 $— $— $26,283 
v3.26.1
EARNINGS PER SHARE (Tables)
 3 Months Ended
Mar. 31, 2026
Earnings Per Share [Abstract]  
Schedule of antidilutive securities The following securities as of March 31, 2026 and 2025 have been excluded from the calculation of diluted weighted-average common shares outstanding because the effect is anti-dilutive (in thousands):
 March 31,
 20262025
Common stock options39 50 
2020 Convertible Senior Notes— 541 
2024 Convertible Senior Notes9,573 9,573 
Unvested restricted stock units11,714 6,317 
Common stock issuable pursuant to the 2018 ESPP117 326 
v3.26.1
SEGMENTS (Tables)
 3 Months Ended
Mar. 31, 2026
Segment Reporting [Abstract]  
Schedule of segment reporting information
The following tables provide information regarding the Cardlytics platform reportable segment (in thousands):
 Three Months Ended
March 31,
 20262025
Cardlytics platform
Revenue$34,319 $56,435 
Minus: Adjusted Partner Share13,890 28,065 
Minus: Other third-party costs(1)
707 1,039 
Adjusted Contribution$19,722 $27,331 
(1)Other third-party costs above primarily represents media and data costs that we incur to support the Cardlytics platform.
The following table presents a reconciliation of loss before income taxes presented in accordance with GAAP to Adjusted Contribution (in thousands):
 Three Months Ended
March 31,
 20262025
Adjusted Contribution$19,722 $27,331 
Minus:
Delivery costs2,581 5,786 
Sales and marketing expense6,761 10,382 
Research and development expense6,430 10,278 
General and administrative expense8,281 12,943 
Change in contingent consideration— 60 
Gain on divestiture
— (5,350)
Depreciation and amortization expense3,943 4,347 
Total other expense (income)
5,524 (797)
Loss before income taxes from continuing operations
$(13,798)$(10,318)
Schedule of revenue by geographic areas
The following tables provide geographical information (in thousands):
 Three Months Ended
March 31,
 20262025
Revenue:
United States$27,634 $50,926 
United Kingdom6,685 5,509 
Total$34,319 $56,435 
March 31, 2026December 31, 2025
Property and equipment, net:
United States$1,693 $1,872 
United Kingdom50 59 
Total$1,743 $1,931 
v3.26.1
OVERVIEW OF BUSINESS AND BASIS OF PRESENTATION - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended
Feb. 28, 2025
Mar. 31, 2026
Mar. 31, 2025
Business Combination [Line Items]      
Gain on divestiture $ 5,400 $ 0 $ 5,350
Discontinued Operations, Disposed of by Sale | Bridg      
Business Combination [Line Items]      
Number of shares received upon sale of business (in shares)   1,810,222  
v3.26.1
DISCONTINUED OPERATIONS - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Gain on sale of business $ 14,543  
Amortization of acquired intangible assets $ 300 $ 1,500
Discontinued Operations, Disposed of by Sale | Bridg    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Number of shares received upon sale of business (in shares) 1,810,222  
Gain on sale of business $ 14,543 0
Costs incurred on sale of business $ 2,031 $ 0
Transition services agreement, term 120 days  
v3.26.1
DISCONTINUED OPERATIONS - Schedule of Income (Loss) (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Costs and expenses:    
Gain on divestiture $ (14,543)  
Discontinued Operations, Disposed of by Sale | Bridg    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Revenue 4,175 $ 5,463
Costs and expenses:    
Partner Share and other third-party costs 589 346
Delivery costs 1,364 1,502
Sales and marketing expense 929 2,372
Research and development 552 1,428
General and administrative 3,460 835
Divestiture costs 2,031 0
Gain on divestiture (14,543) 0
Depreciation and amortization expense 475 1,944
Income (loss) from discontinued operations $ 9,318 $ (2,964)
v3.26.1
DISCONTINUED OPERATIONS - Balance Sheet (Details) - USD ($)
$ in Thousands
Mar. 31, 2026
Dec. 31, 2025
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Current assets of discontinued operations $ 0 $ 415
Noncurrent assets of discontinued operations 0 11,163
Current liabilities of discontinued operations 0 1,657
Long-term liabilities of discontinued operations 0 91
Discontinued Operations, Disposed of by Sale | Bridg    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Accounts receivable, net 0 211,000
Other receivables 0 113,000
Other current assets 0 91,000
Current assets of discontinued operations 0 415,000
Property and equipment, net 0 94,000
Operating lease right-of-use assets 0 224,000
Intangible assets, net 0 5,553,000
Capitalized software development costs, net 0 5,209,000
Other long-term assets, net 0 83,000
Noncurrent assets of discontinued operations 0 11,163,000
Accounts payable 0 705,000
Accrued compensation 0 67,000
Accrued liabilities 0 600,000
Partner share liability 0 68,000
Deferred revenue 0 48,000
Current operating lease liabilities 0 169,000
Current liabilities of discontinued operations 0 1,657,000
Long-term deferred revenue 0 52,000
Long-term operating lease liabilities 0 39,000
Long-term liabilities of discontinued operations $ 0 $ 91,000
v3.26.1
DISCONTINUED OPERATIONS - Intangible Assets (Details) - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2025
Dec. 31, 2025
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Gross Carrying Amount   $ 71,803
Accumulated Amortization   (66,250)
Net   5,553
Developed technology    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Gross Carrying Amount   49,873
Accumulated Amortization   (45,055)
Net   4,818
Weighted Average Remaining Useful Life 1 year 6 months  
Merchant relationships    
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]    
Gross Carrying Amount   21,930
Accumulated Amortization   (21,195)
Net   $ 735
Weighted Average Remaining Useful Life 4 months 24 days  
v3.26.1
DISCONTINUED OPERATIONS - Cash Flows (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Operating activities    
Depreciation and amortization $ 4,418 $ 6,291
Stock-based compensation expense 4,828 8,694
Investing activities (2,304) (3,903)
Capitalized software development costs (2,276) (3,984)
Discontinued Operations, Disposed of by Sale | Bridg    
Operating activities    
Depreciation and amortization 475 1,944
Stock-based compensation expense 267 755
Capitalized software development costs (356) (578)
Non-cash investing activities    
Common stock as consideration for the Bridg Sale $ 25,416 $ 0
v3.26.1
GOODWILL AND ACQUIRED INTANGIBLES - Narrative (Details) - USD ($)
Mar. 31, 2026
Dec. 31, 2025
Finite-Lived Intangible Assets [Line Items]    
Goodwill $ 110,305,000 $ 110,305,000
United Kingdom    
Finite-Lived Intangible Assets [Line Items]    
Goodwill $ 0  
v3.26.1
GOODWILL AND ACQUIRED INTANGIBLES - Changes in Carrying Amount of Goodwill (Details)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
USD ($)
Goodwill [Roll Forward]  
Balance as of December 31, 2025 $ 110,305
Goodwill impairment 0
Balance as of March 31, 2026 110,305
U.S. Cardlytics Platform  
Goodwill [Roll Forward]  
Balance as of December 31, 2025 110,305
Goodwill impairment 0
Balance as of March 31, 2026 $ 110,305
v3.26.1
REVENUE - Narrative (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Revenue from Contract with Customer [Abstract]    
Consumer incentives, expense $ 23.8 $ 35.7
v3.26.1
REVENUE - Summary of Revenue (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Disaggregation of Revenue [Line Items]    
Revenue from contract with customer $ 34,319 $ 56,435
Served based pricing    
Disaggregation of Revenue [Line Items]    
Revenue from contract with customer 10,062 24,911
Engagement based pricing    
Disaggregation of Revenue [Line Items]    
Revenue from contract with customer 22,971 30,679
Other Revenue(1)    
Disaggregation of Revenue [Line Items]    
Revenue from contract with customer $ 1,286 $ 845
v3.26.1
LEASES (Details) - USD ($)
$ in Thousands
Mar. 31, 2026
Dec. 31, 2025
Leases [Abstract]    
Right-of-use assets under operating leases, net $ 4,403 $ 4,723
Total lease assets 4,403 4,723
Current operating lease liabilities 1,467 1,438
Long-term operating lease liabilities 4,360 4,748
Total lease liabilities $ 5,827 $ 6,186
v3.26.1
DEBT AND FINANCING ARRANGEMENTS - Summary of Debt (Details) - USD ($)
$ in Thousands
Mar. 31, 2026
Dec. 31, 2025
Debt Instrument [Line Items]    
Line of Credit $ 35,070 $ 40,070
Total debt 204,201 208,920
2024 Convertible Senior Notes, net    
Debt Instrument [Line Items]    
Convertible Senior Notes, net 169,131 168,850
Total debt $ 169,131 $ 168,850
v3.26.1
DEBT AND FINANCING ARRANGEMENTS - Debt (Narrative) (Details) - USD ($)
$ in Millions
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Dec. 31, 2025
Debt Disclosure [Abstract]      
Accrued interest $ 3.7   $ 1.8
Interest expense 2.8 $ 2.4  
Interest income $ 0.3 $ 0.5  
v3.26.1
DEBT AND FINANCING ARRANGEMENTS - 2024 Convertible Senior Notes (Narrative) (Details) - Convertible Debt
$ / shares in Units, $ in Millions
Apr. 01, 2024
USD ($)
numberOfDays
day
$ / shares
Sep. 22, 2020
USD ($)
2024 Convertible Senior Notes    
Debt Instrument [Line Items]    
Debt instrument, face amount $ 172.5  
Stated percentage 4.25%  
Debt instrument, face amount, additional principal available $ 22.5  
Conversion price (in dollars per share) | $ / shares $ 18.02  
Proceeds from issuance of 2024 Convertible Senior Notes $ 166.8  
Conversion ratio 0.0554939  
2024 Convertible Senior Notes | Debt Conversion Terms One    
Debt Instrument [Line Items]    
Threshold percentage of stock price trigger 130.00%  
Threshold trading days | numberOfDays 20  
Threshold consecutive trading days | numberOfDays 30  
2024 Convertible Senior Notes | Debt Conversion Terms Two    
Debt Instrument [Line Items]    
Threshold percentage of stock price trigger 98.00%  
Threshold consecutive trading days | day 10,000  
Debt instrument, consecutive business days after threshold trading days 5 days  
2020 Convertible Senior Notes, net    
Debt Instrument [Line Items]    
Debt instrument, face amount   $ 230.0
Stated percentage   1.00%
v3.26.1
DEBT AND FINANCING ARRANGEMENTS - Net Carrying Amount of Liability Component (Details) - USD ($)
$ in Thousands
Mar. 31, 2026
Dec. 31, 2025
Debt Instrument [Line Items]    
Total debt $ 204,201 $ 208,920
2024 Convertible Senior Notes, net    
Debt Instrument [Line Items]    
Principal 172,500 172,500
Unamortized issuance costs (3,369) (3,650)
Total debt $ 169,131 $ 168,850
v3.26.1
DEBT AND FINANCING ARRANGEMENTS - Interest Expense Recognized (Details) - 2024 Convertible Senior Notes, net - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Debt Instrument [Line Items]    
Contractual interest expense (due in cash) $ 1,833 $ 1,833
Amortization of debt issuance costs 281 281
Total interest expense related to the 2024 Convertible Senior Notes $ 2,114 $ 2,114
Effective interest rate 4.90% 4.90%
v3.26.1
DEBT AND FINANCING ARRANGEMENTS - 2018 Loan Facility (Narrative) (Details) - USD ($)
$ in Thousands
 1 Months Ended 3 Months Ended
Oct. 16, 2025
Sep. 26, 2025
Aug. 05, 2025
Apr. 30, 2024
Mar. 31, 2026
Mar. 31, 2025
Apr. 30, 2026
Feb. 29, 2024
Nov. 30, 2022
Apr. 30, 2022
Mar. 31, 2022
Debt Instrument [Line Items]                      
Repayment of long term line of credit         $ 10,000 $ 0          
Lines of credit                      
Debt Instrument [Line Items]                      
Commitment fee percentage         0.15%            
Revolving Credit Facility | Lines of credit | 2018 Line of Credit                      
Debt Instrument [Line Items]                      
Line of credit facility, maximum borrowing capacity                   $ 60,000 $ 50,000
Line of credit facility, maximum borrowing capacity upon syndication                   75,000  
Debt instrument, minimum adjusted cash         $ 25,000         $ 25,000  
Debt instrument, maximum borrowing, eligible accounts receivable, percentage               75.00% 50.00% 85.00%  
Basis spread on variable rate         0.25%            
Debt instrument, interest rate increase upon default, percentage               3.00%      
Interest expense         $ 600 $ 100          
Line of credit borrowings     $ 10,000                
Repayment of long term line of credit $ 20,100 $ 5,000   $ 30,000              
Revolving Credit Facility | Lines of credit | 2018 Line of Credit | Subsequent Event                      
Debt Instrument [Line Items]                      
Debt instrument, minimum adjusted cash             $ 20,000        
Line of credit, unused available borrowings             $ 26,100        
Revolving Credit Facility | Lines of credit | Amended Line Of Credit 2018                      
Debt Instrument [Line Items]                      
Basis spread on variable rate         0.125%            
Revolving Credit Facility | Lines of credit | Amended Line Of Credit 2018 | United States                      
Debt Instrument [Line Items]                      
Debt instrument, maximum borrowing, eligible accounts receivable, percentage         85.00%            
Revolving Credit Facility | Lines of credit | Amended Line Of Credit 2018 | United Kingdom                      
Debt Instrument [Line Items]                      
Debt instrument, maximum borrowing, eligible accounts receivable, percentage         30.00%            
v3.26.1
STOCK-BASED COMPENSATION - Narrative (Details)
$ in Millions
 1 Months Ended 3 Months Ended 12 Months Ended
Mar. 31, 2023
day
Apr. 30, 2021
tranche
Feb. 08, 2018
May 07, 2026
USD ($)
shares
Jun. 30, 2025
shares
Mar. 31, 2025
shares
Jan. 31, 2025
Dec. 31, 2022
Aug. 31, 2022
tranche
shares
Jul. 31, 2022
tranche
shares
Mar. 31, 2022
shares
Sep. 30, 2021
shares
Apr. 30, 2021
tranche
shares
Mar. 31, 2026
USD ($)
shares
Mar. 31, 2025
USD ($)
Dec. 31, 2025
shares
May 20, 2025
shares
Dec. 31, 2024
Nov. 06, 2024
shares
Jul. 13, 2023
shares
Jul. 18, 2022
shares
Jan. 01, 2020
shares
Jan. 31, 2018
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                                              
Number of shares authorized (in shares)                               3,805,341 15,722,908            
Lease obligation incurred | $                           $ 0.7 $ 1.0                
2022 Inducement Plan                                              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                                              
Common stock reserved for future issuance (in shares)                                         1,500,000    
Share-based payment arrangement, additional shares allowable under the plan (in shares)                                     2,500,000 800,000     350,000
Share-based payment arrangement, number of shares available (in shares)                           1,356,174                  
Share-based Compensation Award, Tranche One                                              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                                              
Share-based payment arrangement, percentage of grants in period                 25.00%                            
Share-based Compensation Award, Tranche Two                                              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                                              
Share-based payment arrangement, percentage of grants in period                 25.00%                            
Share-based Payment Arrangement, Tranche Three                                              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                                              
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other Than Options, Vesting Percentage, Conditional             50.00%                                
Share-Based Payment Arrangement, Tranche Four                                              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                                              
Award vesting period             6 months                                
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other Than Options, Vesting Percentage, Milestone Achieved             50.00%                                
Restricted stock units                                              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                                              
Granted (in shares)                           5,614,375                  
Compensation cost not yet recognized                           1 year 2 months 15 days   9 months 3 days              
Unvested PSU (in shares)                           11,714,000   7,786,000              
Restricted stock units | Maximum                                              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                                              
Award vesting period                           4 years                  
ESPP                                              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                                              
ESPP, purchase price percentage     85.00%                                        
ESPP | 2018 Employee Stock Purchase Plan                                              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                                              
Number of shares authorized (in shares)                               1,110,588,000              
ESPP, number of shares authorized, annual increase (in shares)                           500,000               500,000  
Number of shares authorized, annual increase                                   1.00%          
Performance-based RSUs                                              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                                              
Granted (in shares)         442,500 95,625     25,248 100,990 269,202 6,667 110,236                    
Consecutive trading days | day 20                                            
Number of tranches | tranche   2             3 2     2                    
Share-based payment arrangement, vesting conditions achievement period   4 years                                          
Performance-based RSUs | Share-based Compensation Award, Tranche One                                              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                                              
Award vesting period                         12 months                    
Granted (in shares)                         55,118                    
Number of tranches | tranche                 2                            
Share-based payment arrangement, awards vested, percentage               25.00%                              
Performance-based RSUs | Share-based Compensation Award, Tranche Two                                              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                                              
Award vesting period                         12 months                    
Granted (in shares)                         55,118                    
Number of tranches | tranche                 2                            
Share-based payment arrangement, awards vested, percentage             25.00%                                
Performance-based RSUs | Share-based Payment Arrangement, Tranche Three                                              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                                              
Award vesting period                         6 months                    
New Shares                                              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                                              
Number of shares authorized (in shares)                                 10,000,000            
Subsequent Event | Restricted stock units                                              
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]                                              
Award vesting period       2 years                                      
Granted (in shares)       672,000                                      
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $       $ 0.6                                      
v3.26.1
STOCK-BASED COMPENSATION - Allocation of Stock-based Compensation (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Total stock-based compensation expense $ 4,828 $ 8,694
Discontinued Operations, Disposed of by Sale    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Total stock-based compensation expense 267 755
Delivery Costs    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Total stock-based compensation expense 268 473
Sales and marketing expense    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Total stock-based compensation expense 708 1,605
Research and development expense    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Total stock-based compensation expense 1,993 2,799
General and administrative expense    
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]    
Total stock-based compensation expense $ 1,592 $ 3,062
v3.26.1
STOCK-BASED COMPENSATION - Summary of RSU Activity (Details) - Restricted stock units - USD ($)
$ / shares in Units, $ in Thousands
 3 Months Ended 12 Months Ended
Mar. 31, 2026
Dec. 31, 2025
Shares (in thousands)    
Unvested — Beginning balance (in shares) 7,786,000  
Granted (in shares) 5,614,375  
Vested (in shares) (557,000)  
Forfeited (in shares) (1,129,000)  
Unvested — Ending balance (in shares) 11,714,000 7,786,000
Weighted-Average Grant Date Fair Value    
Unvested — Beginning balance (in usd per share) $ 3.15  
Granted (in usd per share) 0.96  
Vested (in usd per share) 8.84  
Forfeited (in usd per share) 3.80  
Unvested — Ending balance (in usd per share) $ 1.76 $ 3.15
Unvested, weighted-average remaining contractual term 1 year 2 months 15 days 9 months 3 days
Unvested, unamortized compensation costs $ 10,520 $ 13,374
v3.26.1
FAIR VALUE MEASUREMENTS - Narrative (Details) - USD ($)
$ in Thousands
 1 Months Ended 3 Months Ended
May 07, 2026
Mar. 31, 2026
Mar. 31, 2025
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Loss on investment   $ (1,285) $ 0
Subsequent Event      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Number of shares of marketable securities sold (in shares) 1,810,222    
Proceeds from sale of marketable securities $ 23,000    
Loss on sale of marketable securities $ 2,200    
Discontinued Operations, Disposed of by Sale | Bridg      
Fair Value Measurement Inputs and Valuation Techniques [Line Items]      
Number of shares received upon sale of business (in shares)   1,810,222  
Loss on investment   $ 1,300  
v3.26.1
FAIR VALUE MEASUREMENTS (Details) - USD ($)
$ in Thousands
Mar. 31, 2026
Dec. 31, 2025
Cash and Cash Equivalents [Line Items]    
Money market funds $ 11,500 $ 26,283
Marketable securities 24,130 0
Total cash equivalents and marketable securities at fair value 35,630  
Total cash equivalents at fair value   26,283
Fair Value, Inputs, Level 1    
Cash and Cash Equivalents [Line Items]    
Money market funds 11,500 26,283
Marketable securities 24,130  
Total cash equivalents and marketable securities at fair value 35,630  
Total cash equivalents at fair value   26,283
Fair Value, Inputs, Level 2    
Cash and Cash Equivalents [Line Items]    
Money market funds 0 0
Marketable securities 0  
Total cash equivalents and marketable securities at fair value 0  
Total cash equivalents at fair value   0
Fair Value, Inputs, Level 3    
Cash and Cash Equivalents [Line Items]    
Money market funds 0 0
Marketable securities 0  
Total cash equivalents and marketable securities at fair value $ 0  
Total cash equivalents at fair value   $ 0
v3.26.1
COMMITMENTS AND CONTINGENCIES - Narrative (Details) - USD ($)
$ in Thousands
 3 Months Ended 12 Months Ended
Mar. 31, 2026
Dec. 31, 2025
May 07, 2026
Apr. 01, 2024
Sep. 22, 2020
Loss Contingencies [Line Items]          
Lines of credit $ 35,070 $ 40,070      
Purchase commitment 17,000        
Accrued expenses 9,918 7,125      
Former Officer          
Loss Contingencies [Line Items]          
Indemnification settlement accrual $ 5,300        
Subsequent Event          
Loss Contingencies [Line Items]          
Indemnification settlement accrual     $ 5,300    
Litigation settlement, estimated amount recoverable from insurance     4,000    
Subsequent Event | Former Officer          
Loss Contingencies [Line Items]          
Indemnification settlement accrual     $ 1,300    
Cloud Hosting Agreement          
Loss Contingencies [Line Items]          
Long-Term Purchase Commitment, Payments   16,200      
Accrued expenses   $ 800      
Long-term purchase commitment, term 5 years 3 years      
2024 Convertible Senior Notes | Convertible Debt          
Loss Contingencies [Line Items]          
Debt instrument, face amount       $ 172,500  
Stated percentage       4.25%  
2020 Convertible Senior Notes, net | Convertible Debt          
Loss Contingencies [Line Items]          
Debt instrument, face amount         $ 230,000
Stated percentage         1.00%
Repayment of convertible debt $ 46,100        
2018 Line of Credit | Lines of credit | Revolving Credit Facility          
Loss Contingencies [Line Items]          
Lines of credit $ 35,100        
v3.26.1
EARNINGS PER SHARE - Schedule of antidilutive securities (Details) - shares
shares in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Common stock options    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities (in shares) 39 50
2020 Convertible Senior Notes, net    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities (in shares) 0 541
2024 Convertible Senior Notes, net    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities (in shares) 9,573 9,573
Unvested restricted stock units    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities (in shares) 11,714 6,317
Common stock issuable pursuant to the 2018 ESPP    
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]    
Antidilutive securities (in shares) 117 326
v3.26.1
SEGMENTS - Narrative (Details)
$ in Millions
 3 Months Ended
Mar. 31, 2026
USD ($)
segment
d
Mar. 31, 2025
USD ($)
Segment Reporting Information [Line Items]    
Number of operating segments | segment 2  
Number of reportable segments | segment 1  
Agreements with FI partners, contract termination notice period | d 90  
Minimum    
Segment Reporting Information [Line Items]    
Agreements with FI partners, term 3 years  
Maximum    
Segment Reporting Information [Line Items]    
Agreements with FI partners, term 7 years  
Marketers | Revenue Benchmark | Top Five Marketers    
Segment Reporting Information [Line Items]    
Concentration risk 26.00% 19.00%
Marketers | Accounts Receivable | Top Five Marketers    
Segment Reporting Information [Line Items]    
Concentration risk 26.00% 17.00%
Supplier Concentration Risk | Financial Institution Partner | Three Largest FI Partners    
Segment Reporting Information [Line Items]    
Concentration risk 88.00% 80.00%
Supplier Concentration Risk | Financial Institution Partner | Largest FI Partner One    
Segment Reporting Information [Line Items]    
Concentration risk 70.00%  
United States    
Segment Reporting Information [Line Items]    
Capital expenditures | $ $ 0.1  
United Kingdom    
Segment Reporting Information [Line Items]    
Capital expenditures | $ $ 0.1 $ 0.1
v3.26.1
SEGMENTS - Revenue by Segment (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Segment Reporting [Abstract]    
Revenues $ 34,319 $ 56,435
Plus: FI Share and other third-party costs 13,890 28,065
Other Expenses 707 1,039
Adjusted contribution $ 19,722 $ 27,331
v3.26.1
SEGMENTS - Adjusted Contribution Reconciliation (Details) - USD ($)
$ in Thousands
 3 Months Ended
Feb. 28, 2025
Mar. 31, 2026
Mar. 31, 2025
Segment Reporting [Abstract]      
Adjusted Contribution   $ 19,722 $ 27,331
Delivery costs   2,581 5,786
Sales and marketing expense   6,761 10,382
Research and development expense   6,430 10,278
General and administrative expense   8,281 12,943
Change in contingent consideration   0 60
Gain on divestiture $ (5,400) 0 (5,350)
Depreciation and amortization expense   3,943 4,347
Total other expense (income)   5,524 (797)
Loss before income taxes from continuing operations   $ (13,798) $ (10,318)
v3.26.1
SEGMENTS - Geographical Information (Details) - USD ($)
$ in Thousands
 3 Months Ended
Mar. 31, 2026
Mar. 31, 2025
Dec. 31, 2025
Segment Reporting Information [Line Items]      
Revenues $ 34,319 $ 56,435  
Property and equipment 1,743   $ 1,931
United States      
Segment Reporting Information [Line Items]      
Revenues 27,634 50,926  
Property and equipment 1,693   1,872
United Kingdom      
Segment Reporting Information [Line Items]      
Revenues 6,685 $ 5,509  
Property and equipment $ 50   $ 59