Cardlytics, Inc.
For the period ended Sep 30, 2025. Filed Nov 5, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2025 · Filed Nov 5, 2025
CDLX$1.95-11.0%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-06-30; filed 2025-08-06.
0001666071-25-000126
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-09-30; filed 2025-11-05.
0001666071-25-000159
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 157 previous paragraphs and 166 current paragraphs.
100 unchanged; 53 reworded; 11 added; 4 removed; 0 previous and 2 current paragraphs rearranged.
Tables are not compared: 27 previous and 26 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (11)
Current report
During the three months ended September 30, 2025, Cardlytics ACPU decreased by$0.05 compared to the three months ended September 30, 2024 as a result of lower billings and the ramp of our newest FI Partner. During thenine months ended September 30, 2025, Cardlytics ACPU decreased by $0.12 compared to the nine months ended September 30, 2024 as a result of lower billings and the ramp of our newest FI Partner.
Current report
Reduction of Force
Current report
On October 1, 2025, we committed to a plan to reduce our workforce by approximately 90 full-time employees, representing approximately 24% of our workforce (the “Plan”). The Plan is intended to optimize our cost structure and is part of a broader cost-reduction initiative that also includes measures beyond full-time employee reductions.
Current report
We estimate that we will incur non-recurring charges of approximately $2.3 million in connection with the workforce reduction under the Plan, consisting of severance payments and related costs. We expect that the majority of the restructuring charges will be incurred in the fourth quarter ending December 31, 2025 and that the implementation of the workforce reduction, including cash payments, will be substantially complete by December 31, 2025.
Current report
Intangible assets are recorded at fair value on the date of acquisition and amortized over their estimated useful lives. We evaluate the recoverability of our finite-lived intangible assets and other long-lived assets whenever events or substantive changes in circumstances indicate that the carrying amount may not be recoverable. The impairment analysis involves determining whether the estimated fair value of each intangible asset exceeds its carrying amount. Our estimation of the fair value of definite lived intangible assets include the use of discounted cash flow analyses, which reflected estimates of future revenue, customer attrition rates, royalty rates, cash flows and discount rates.
Current report
Foreign Currency (Loss) Gain
Current report
On October 1, 2025, we committed to a plan to reduce our workforce by approximately 90 full-time employees, representing approximately 24% of our workforce (the “Plan”). The Plan is intended to optimize our cost structure and is part of a broader cost-reduction initiative that also includes measures beyond full-time employee reductions.
Current report
We estimate that we will incur non-recurring charges of approximately $2.3 million in connection with the workforce reduction under the Plan, consisting of severance payments and related costs. We expect that the majority of the restructuring charges will be incurred in the fourth quarter ending December 31, 2025 and that the implementation of the workforce reduction, including cash payments, will be substantially complete by December 31, 2025.
Current report
During the three and nine months ended September 30, 2025, we recognized a $58.8 million impairment to goodwill and intangible assets, which consisted of a $49.1 million impairment to goodwill related to the U.S. Cardlytics Platform and a $9.7 million impairment to capitalized software development costs, net. During the three and nine months ended September 30, 2024, we recognized a $131.6 million impairment to goodwill and intangible assets, which consisted of a $117.8 million impairment to goodwill related to the Bridg platform and a $13.7 million impairment to acquired intangible assets. The impairment of goodwill and intangible assets resulted from a continued slowdown in the economy, decreased consumer spend, and a sustained decline in our stock price. Refer to Note 3 - Goodwill and Acquired Intangibles to our consolidated financial statements for additional information regarding the goodwill impairment.
Current report
Interest expense, net increased by $0.5 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024 primarily due to an increase in interest expense due to the draw down on our 2018 Line of Credit, partially offset by an increase in interest income associated with the approval of the second quarter 2021 employee retention tax credit.
Current report
Foreign Currency (Loss) Gain
Removed paragraphs (4)
Previous report
Foreign Currency Gain (Loss)
Previous report
Foreign Currency Gain (Loss)
Previous report
2020 Convertible Senior Notes
Previous report
On August 5, 2025, we borrowed $50.0 million against the 2018 Line of Credit. Following this drawdown, $10.0 million of unused available borrowings remains available under our 2018 Line of Credit as of August 5, 2025.
Reworded paragraphs (53)
Previous wording
We define MQUs as targetable customers that have made a transaction using their account with an FI Partner or non-FI Partner in a given month, excluding pilot supply during the ramp up period, and whose transaction data was shared with Cardlytics. We then calculate a monthly average of these MQUs for the periods presented. We believe that the number of MQUs is an indicator of the Cardlytics platform's ability to drive engagement and is reflective of the consumer base and insights that we offer to marketers.
Current wording
We define MQUs as targetable customers that have made a transaction using their account with primarily an FI Partner in a given month, excluding pilot supply during the ramp up period, and whose transaction data was shared with Cardlytics. We then calculate a monthly average of these MQUs for the periods presented. We believe that the number of MQUs is an indicator of the Cardlytics platform's ability to drive engagement and is reflective of the consumer base and insights that we offer to marketers.
Previous wording
During the three months ended June 30, 2025, Cardlytics MQUs increased by 35.6 million compared to the three months ended June 30, 2024 primarily driven by organic growth of the existing FI partners in the U.K. and U.S. and new FI partners in the U.S.
Current wording
During the three months ended September 30, 2025, Cardlytics MQUs increased by 40.1 million compared to the three months ended September 30, 2024 primarily driven by organic growth of the existing FI partners in the U.K. and U.S. and new FI partners in the U.S. During thenine months ended September 30, 2025, Cardlytics MQUs increased by 36.3 million compared to thenine months ended September 30, 2024 primarily driven by organic growth of the existing FI Partners in the U.K. and U.S. and new FI Partners in the U.S.
Previous wording
Adjusted EBITDA represents our Net Loss before interest expense, net; depreciation and amortization; stock-based compensation expense; foreign currency (gain) loss; gain on debt extinguishment; acquisition, integration and divestiture costs; loss (gain) on disposal or divestiture; change in contingent consideration; reduction in force; and, in applicable periods, certain other income and expense items, such as impairment of goodwill and intangible assets; income tax benefit; and deferred implementation costs. We do not consider these excluded items to be indicative of our core operating performance. Of these items depreciation and amortization expense, stock-based compensation expense, and foreign currency (gain) loss are non-cash impacting. Notably, any impacts related to minimum Partner Share commitments in connection with agreements with certain partners are not added back to net loss in order to calculate Adjusted EBITDA.
Current wording
Adjusted EBITDA represents our Net Loss before interest expense, net; depreciation and amortization; stock-based compensation expense; foreign currency loss (gain); gain on debt extinguishment; acquisition, integration and divestiture costs; loss (gain) on disposal or divestiture; change in contingent consideration; reduction in force; and, in applicable periods, certain other income and expense items, such as impairment of goodwill and intangible assets; income tax benefit; and deferred implementation costs. We do not consider these excluded items to be indicative of our core operating performance. Of these items depreciation and amortization expense, stock-based compensation expense, impairment of goodwill and intangible assets and foreign currency loss (gain) are non-cash impacting. Notably, any impacts related to minimum Partner Share commitments in connection with agreements with certain partners are not added back to net loss in order to calculate Adjusted EBITDA.
Previous wording
We define Adjusted Net Loss as our Net Loss before stock-based compensation expense; foreign currency (gain) loss; gain on debt extinguishment; acquisition, integration and divestiture costs; amortization of acquired intangibles; loss (gain) on disposal or divestiture; change in contingent consideration; reduction in force; and, in applicable periods, certain other income and expense items, such as impairment of goodwill and intangible assets and income tax benefit. We define Adjusted Net Loss per share as Adjusted Net Loss divided by our weighted-average common shares outstanding, diluted.
Current wording
We define Adjusted Net Loss as our Net Loss before stock-based compensation expense; foreign currency loss (gain); gain on debt extinguishment; acquisition, integration and divestiture costs; amortization of acquired intangibles; loss (gain) on disposal or divestiture; change in contingent consideration; reduction in force; and, in applicable periods, certain other income and expense items, such as impairment of goodwill and intangible assets and income tax benefit. We define Adjusted Net Loss per share as Adjusted Net Loss divided by our weighted-average common shares outstanding, diluted.
Previous wording
During the three months ended June 30, 2025, Billings decreased by$6.3 million compared to the three months ended June 30, 2024, primarily driven by a $8.6 million decrease in net sales to existing marketers, partially offset by an increase of $2.3 million in sales to new marketers.
Current wording
During the three months ended September 30, 2025, Billings decreased by$22.8 million compared to the three months ended September 30, 2024, primarily driven by a $24.8 million decrease in net sales to existing marketers, partially offset by an increase of $2.0 million in sales to new marketers.
Previous wording
During the six months ended June 30, 2025, Billings decreased by$14.0 million compared to the six months ended June 30, 2024, primarily driven by a$27.0 million decrease in net sales to existing marketers, partially offset by an increase of$13.0 million in sales to new marketers.
Current wording
During the nine months ended September 30, 2025, Billings decreased by$36.7 million compared to the nine months ended September 30, 2024, primarily driven by a$51.7 million decrease in net sales to existing marketers, partially offset by an increase of$15.0 million in sales to new marketers.
Previous wording
In the near term, we expect our Billings to decrease compared to applicable prior year periods, primarily related to our largest FI partner recently restricting us from publishing offers for certain marketers on its channels. We expect that these restrictions will impact our ability to grow marketing budgets for these selected advertisers, and in many cases will cause the marketing budgets for these selected advertisers to decrease significantly. We intend to work with our other FI partners to shift such marketers to other channels.
Current wording
In the near term, we expect our Billings to decrease compared to applicable prior year periods, primarily related to our largest FI partner recently restricting us from publishing offers for certain marketers on its channels. We expect that these restrictions will impact our ability to grow marketing budgets for select advertisers, and in many cases will cause the marketing budgets for select advertisers to decrease significantly. We intend to work with our other FI partners to shift such marketers to other channels.
Previous wording
(1)Stock-based compensation expense recognized in consolidated delivery costs totaled $0.5 million and $0.7 million during the three months ended June 30, 2025 and 2024, respectively. Stock-based compensation expense recognized in consolidated delivery costs totaled $1.0 million and $1.4 million during the six months ended June 30, 2025 and 2024, respectively.
Current wording
(1)Stock-based compensation expense recognized in consolidated delivery costs totaled $0.4 million and $0.7 million during the three months ended September 30, 2025 and 2024, respectively. Stock-based compensation expense recognized in consolidated delivery costs totaled $1.4 million and $2.0 million during the nine months ended September 30, 2025 and 2024, respectively.
Previous wording
Research and development expense consists primarily of personnel costs of our IT engineering, IT architecture and product development teams, including salaries, benefits, bonuses, stock-based compensation and payroll taxes. Research and development expense also includes outsourcing costs, software licensing costs, professional fees and travel expenses. We focus our research and development efforts on improving our solutions and developing new ones. In the near term we expect research and development expenses will decline in absolute dollars as we optimize our development efforts. Over time we expect it to decrease as a percentage of Revenue.
Current wording
Research and development expense consists primarily of personnel costs of our IT engineering, IT architecture and product development teams, including salaries, benefits, bonuses, stock-based compensation and payroll taxes. Research and development expense also includes outsourcing costs, software licensing costs, professional fees and travel expenses. We focus our research and development efforts on improving our solutions and developing new ones. In the near term we expect research and development expenses will decline in absolute dollars as we optimize our development efforts. Over time we expect research and development expense to decrease as a percentage of Revenue.
Previous wording
General and administrative expense consists of personnel costs of our executive, finance, legal, compliance, IT support and human resources teams, including salaries, benefits, bonuses, stock-based compensation and payroll taxes. General and administrative expense also includes professional fees for external legal, accounting and consulting services, financing transaction costs, facilities costs such as rent and utilities, royalties, bad debt expense, travel expense, property taxes and franchise taxes. We expect that general and administrative expenses will decrease over time as a percentage of Revenue as we focus on processes, systems and controls to enable our internal support functions to scale with the growth of our business.
Current wording
General and administrative expense consists of personnel costs of our executive, finance, legal, compliance, IT support and human resources teams, including salaries, benefits, bonuses, stock-based compensation and payroll taxes. General and administrative expense also includes professional fees for external legal, accounting and consulting services, financing transaction costs, facilities costs such as rent and utilities, royalties, bad debt expense, travel expense, property taxes and franchise taxes. We expect that general and administrative expenses will decrease over time as a percentage of Revenue as we optimize our cost structure.
Previous wording
Loss (gain) on disposal or divestiture consists of the gain recorded in connection with the decommission of the Dosh app, a consumer facing cashback mobile application operated by Dosh Holdings LLC on February 28, 2025. In connection with the decommission, we recorded a loss (gain) on disposal or divestiture due to the derecognition of the wallet liability associated with the Dosh app.
Current wording
Loss (gain) on disposal or divestiture consists primarily of the gain recorded in connection with the decommission of the Dosh app, a consumer facing cashback mobile application operated by Dosh Holdings LLC on February 28, 2025. In connection with the decommission, we recorded a loss (gain) on disposal or divestiture due to the derecognition of the wallet liability associated with the Dosh app.
Previous wording
Foreign currency gain (loss) consists primarily of gains and losses on foreign currency transactions.
Current wording
Foreign currency (loss) gain consists primarily of gains and losses on foreign currency transactions.
Previous wording
Comparison of Three and Six Months Ended June 30, 2025 and 2024
Current wording
Comparison of Three and Nine Months Ended September 30, 2025 and 2024
Previous wording
The $6.4 million decrease in Revenue during the three months ended June 30, 2025 compared to the three months ended June 30, 2024 was comprised of a $6.3 million decrease in Billings and a less than $0.1 million increase in Consumer Incentives. Consumer Incentives increased as opposed to decrease in Billings during the three months ended June 30, 2025 compared to the three months ended June 30, 2024 primarily due strategic decisions to drive incremental performance for our advertisers.
Current wording
The $15.0 million decrease in Revenue during the three months ended September 30, 2025 compared to the three months ended September 30, 2024 was comprised of a $22.8 million decrease in Billings and a $7.7 million decrease in Consumer Incentives. Consumer Incentives decreased at a lower rate than Billings during the three months ended September 30, 2025 compared to the three months ended September 30, 2024 primarily due to strategic decisions to drive incremental performance for our advertisers as well as optimization of our network.
Previous wording
The $12.1 million decrease in Revenue during the six months ended June 30, 2025 compared to the six months ended June 30, 2024 was comprised of a $14.0 million decrease in Billings and a $1.9 million decrease in Consumer Incentives. Consumer Incentives decreased at a lower rate than Billings during the six months ended June 30, 2025 compared to the six months ended June 30, 2024 primarily due strategic decisions to drive incremental performance for our advertisers.
Current wording
The $27.1 million decrease in Revenue during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 was comprised of a $36.7 million decrease in Billings and a $9.6 million decrease in Consumer Incentives. Consumer Incentives decreased at a lower rate than Billings during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to strategic decisions to drive incremental performance for our advertisers.
Previous wording
Partner Share and other third-party costs decreased by$6.2 million during the three months ended June 30, 2025 compared to the three months ended June 30, 2024, primarily drivenby lower top line billings and changes in Partner mix.
Current wording
Partner Share and other third-party costs decreased by$8.7 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024, primarily drivenby lower top line billings and changes in Partner mix.
Previous wording
Partner Share and other third-party costs decreased by$7.2 million during the six months ended June 30, 2025 compared to the six months ended June 30, 2024, primarily drivenby lower top line billings and changes in Partner mix.
Current wording
Partner Share and other third-party costs decreased by$15.9 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024, primarily drivenby lower top line billings and changes in Partner mix.
Previous wording
Total delivery costs decreased by $0.8 million during the three months ended June 30, 2025 compared to the three months ended June 30, 2024. Delivery costs excluding stock-based compensation and reduction in force decreased by $0.8 million during the three months ended June 30, 2025 compared to the three months ended June 30, 2024, driven by a $0.5 million decrease in staff expense and $0.3 million decrease in data storage expense.
Current wording
Total delivery costs decreased by $2.1 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024. Delivery costs excluding stock-based compensation expense decreased by $1.9 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024, driven by a $1.2 million decrease in staff expense and a $0.7 million decrease in data storage expense. The decrease in staff expense includes a $0.5 million benefit associated with the approval of the second quarter 2021 employee retention tax credit.
Previous wording
Total delivery costs increased by $0.3 million during thesix months ended June 30, 2025 compared to thesix months ended June 30, 2024. Delivery costs excluding stock-based compensation and reduction in force increased by $0.5 million during thesix months ended June 30, 2025 compared to thesix months ended June 30, 2024, driven by a $1.2 million increase in data storage expense, partially offset by a $0.6 million decrease in staff expense and a $0.1 million decrease in desktop software.
Current wording
Total delivery costs decreased by $1.8 million during thenine months ended September 30, 2025 compared to thenine months ended September 30, 2024. Delivery costs excluding stock-based compensation expense and reduction in force decreased by $1.4 million during thenine months ended September 30, 2025 compared to thenine months ended September 30, 2024, driven by a $1.6 million decrease in staff expense and a $0.3 million decrease in desktop software, partially offset by a $0.5 million increase in data storage expense. The decrease in staff expense includes a $0.5 million benefit associated with the approval of the second quarter 2021 employee retention tax credit.
Previous wording
Total sales and marketing expense decreased by $2.7 million during the three months ended June 30, 2025 compared to the three months ended June 30, 2024. Sales and marketing expenses excluding the impact of stock-based compensation and reduction in force decreased by $1.5 million during the three months ended June 30, 2025 compared to the three months ended June 30, 2024 primarily due to a$0.7 million decrease in staff expense, a$0.6 million decrease in marketing events and a$0.2 million decrease in travel expenses.
Current wording
Total sales and marketing expense decreased by $5.3 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024. Sales and marketing expenses excluding the impact of stock-based compensation expense decreased by $3.8 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024 primarily due to a$3.6 million decrease in staff expense and a$0.2 million decrease in marketing events. The decrease in staff expense includes a $1.1 million benefit associated with the approval of the second quarter 2021 employee retention tax credit.
Previous wording
Total sales and marketing expense decreased by $4.1 million during thesix months ended June 30, 2025 compared to thesix months ended June 30, 2024. Sales and marketing expenses excluding the impact of stock-based compensation and reduction in force decreased by $1.8 million during thesix months ended June 30, 2025 compared to thesix months ended June 30, 2024 primarily due to a$0.8 million decrease in staff expense, a$0.7 million decrease in marketing events and a$0.3 million decrease in travel expenses.
Current wording
Total sales and marketing expense decreased by $9.4 million during thenine months ended September 30, 2025 compared to thenine months ended September 30, 2024. Sales and marketing expenses excluding the impact of stock-based compensation expense and reduction in force decreased by $5.6 million during thenine months ended September 30, 2025 compared to thenine months ended September 30, 2024 primarily due to a$4.4 million decrease in staff expense, a$0.8 million decrease in marketing events, a$0.3 million decrease in travel expenses and a $0.1 million decrease in administrative expense. The decrease in staff expense includes a $1.1 million benefit associated with the approval of the second quarter 2021 employee retention tax credit.
Previous wording
Total research and development expense decreased by$3.5 million during thesix months ended June 30, 2025 compared to thesix months ended June 30, 2024. Research and development expense excluding stock-based compensation and reduction in force decreased by $1.2 million during thesix months ended June 30, 2025 compared to thesix months ended June 30, 2024, primarily due to a$1.2 million decrease in IT and desktop license expenses and a$0.2 million decrease in travel expenses, partially offset by a$0.2 million increase in professional fees.
Current wording
Total research and development expense decreased by$4.4 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024. Research and development expense excluding stock-based compensation expense decreased by $3.5 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024, primarily due to a$2.8 million decrease in staff expenses, a$0.6 million decrease in data center, data storage and desktop software expense, and a$0.1 million decrease in professional fees. The decrease in staff expense includes a $0.9 million benefit associated with the approval of the second quarter 2021 employee retention tax credit.
Previous wording
Total research and development expense decreased by$2.2 million during the three months ended June 30, 2025 compared to the three months ended June 30, 2024. Research and development expense excluding stock-based compensation and reduction in force decreased by $1.1 million during the three months ended June 30, 2025 compared to the three months ended June 30, 2024, primarily due to a$0.7 million decrease in staff expenses and a$0.5 million decrease in IT and desktop license expenses, partially offset by a$0.2 million increase in professional fees.
Current wording
Total research and development expense decreased by$7.9 million during thenine months ended September 30, 2025 compared to thenine months ended September 30, 2024. Research and development expense excluding stock-based compensation expense and reduction in force decreased by $4.8 million during thenine months ended September 30, 2025 compared to thenine months ended September 30, 2024, primarily due to a $2.9 million decrease in staff expense, a$1.8 million decrease in IT and desktop license expenses and a$0.2 million decrease in travel expenses, partially offset by a$0.1 million increase in professional fees. The decrease in staff expense includes a $0.9 million benefit associated with the approval of the second quarter 2021 employee retention tax credit.
Previous wording
Total general and administrative expense decreased by$4.0 million during thesix months ended June 30, 2025 compared to thesix months ended June 30, 2024. General and administrative expense excluding stock-based compensation and reduction in force decreased by $2.7 million during thesix months ended June 30, 2025 compared to thesix months ended June 30, 2024, primarily due to a$1.9 million decrease in bad debt expenses, a$0.7 million decreases in legal fees,$0.5 million decrease in IT expenses, a$0.4 million decrease in professional fees and a$0.3 million decrease in travel expenses, partially offset by$1.0 million increase in staff expense and a$0.1 million increase in facility expense.
Current wording
Total general and administrative expense decreased by$1.2 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024. General and administrative expense excluding stock-based compensation expense decreased by $2.2 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024, primarily due to a$1.1 million decrease in staff expense, a$0.3 million decrease in facility expense, a$0.3 million decrease in IT expenses, a$0.3 million decrease in bad debt expense, and a$0.2 million decrease in travel expenses. The decrease in staff expense includes a $0.3 million benefit associated with the approval of the second quarter 2021 employee retention tax credit.
Previous wording
Total general and administrative expense decreased by$3.2 million during the three months ended June 30, 2025 compared to the three months ended June 30, 2024. General and administrative expense excluding stock-based compensation and reduction in force decreased by $1.9 million during the three months ended June 30, 2025 compared to the three months ended June 30, 2024, primarily due to a$1.0 million decrease in bad debt expenses, a$0.5 million decreases in legal fees, a$0.5 million decrease in professional fees, a$0.2 million decrease in IT expenses and a$0.2 million decrease in travel expenses, partially offset by$0.4 million increase in staff expense and a$0.1 million increase in facility expense.
Current wording
Total general and administrative expense decreased by$5.2 million during thenine months ended September 30, 2025 compared to thenine months ended September 30, 2024. General and administrative expense excluding stock-based compensation expense and reduction in force decreased by $4.9 million during thenine months ended September 30, 2025 compared to thenine months ended September 30, 2024, primarily due to a$2.2 million decrease in bad debt expenses, a$1.1 million decrease in professional fees,$0.8 million decrease in IT expenses, a$0.5 million decrease in travel expenses, a $0.2 million decrease in insurance expense and a $0.1 million decrease in staff expense. The decrease in staff expense includes a $0.3 million benefit associated with the approval of the second quarter 2021 employee retention tax credit.
Previous wording
Stock-based compensation expense decreased by $7.4 million during the six months ended June 30, 2025 compared to the six months ended June 30, 2024, primarily driven by higher forfeitures due to a reduction in headcount as a result of the reduction in force during the six months ended June 30, 2025.
Current wording
Stock-based compensation expense decreased by $1.6 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024, primarily driven by higher forfeitures due to a reduction in headcount as a result of the reduction in force that occurred during 2025 partially offset by a benefit received during the three months ended September 30, 2024 associated with forfeitures resulting from the departure of an executive.
Previous wording
Stock-based compensation expense decreased by $5.1 million during the three months ended June 30, 2025 compared to the three months ended June 30, 2024, primarily driven by higher forfeitures due to a reduction in headcount as a result of the reduction in force during the three months ended June 30, 2025.
Current wording
Stock-based compensation expense decreased by $9.1 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024, primarily driven by higher forfeitures due to a reduction in headcount as a result of the reduction in force as well as the departure of executives during the nine months ended September 30, 2025.
Previous wording
During thethree and six months ended June 30, 2025, we implemented certain cost savings measures and incurred one-time costs of approximately$1.5 million in connection with these measures.
Current wording
During thenine months ended September 30, 2025, we implemented certain cost savings measures and incurred one-time costs of approximately$1.5 million in connection with these measures.
Previous wording
During the three and six months ended June 30, 2024, we realized an expense of $0.2 million primarily due to the changes in the estimated brokerage fees and transaction bonuses and accounting for all true-ups and credits related to the acquisition of Bridg.
Current wording
During the nine months ended September 30, 2024, we realized an expense of $0.1 million primarily due to the changes in the estimated brokerage fees and transaction bonuses and accounting for all true-ups and credits related to the acquisition of Bridg.
Previous wording
During the three months ended June 30, 2025 we realized an expense of less than $0.1 million primarily related to interest accretion associated with the contingent consideration. During the three months ended June 30, 2024 we realized an expense of $5.8 million primarily due to the change in value of contingent consideration to the former Bridg shareholders. Refer to Note 8—Fair Value Measurements to our consolidated financial statements for additional information regarding the contingent consideration.
Current wording
During the three months ended September 30, 2024 we realized an expense of $0.1 million primarily due to the change in value of contingent consideration to the former Bridg shareholders. Refer to Note 8—Fair Value Measurements to our consolidated financial statements for additional information regarding the contingent consideration.
Previous wording
During the six months ended June 30, 2025 we realized an expense of $0.1 million primarily related to interest accretion associated with the contingent consideration. During the six months ended June 30, 2024 we realized an expense of less than $0.1 million primarily due to the change in value of contingent consideration to the former Bridg shareholders. Refer to Note 8—Fair Value Measurements to our consolidated financial statements for additional information regarding the contingent consideration.
Current wording
During the nine months ended September 30, 2025 we realized an expense of $0.1 million primarily related to interest accretion associated with the contingent consideration. During the nine months ended September 30, 2024 we realized an expense of $0.1 million primarily due to the change in value of contingent consideration to the former Bridg shareholders. Refer to Note 8—Fair Value Measurements to our consolidated financial statements for additional information regarding the contingent consideration.
Previous wording
During the three months ended June 30, 2025, we realized a loss of $0.2 million related to the decommissioning of the Dosh app, a consumer facing cashback mobile application, operated by Dosh Holding LLC on February 28, 2025. During the six months ended June 30, 2025, we realized a gain of $5.2 million related to the derecognition of the wallet liability associated with the Dosh app. Refer to Note 1—Overview of Business and Basis of Presentation for more information.
Current wording
During the three months ended September 30, 2025, we realized a loss of $0.3 million primarily related to the decommissioning of the Dosh app, a consumer facing cashback mobile application, operated by Dosh Holding LLC on February 28, 2025. During the nine months ended September 30, 2025, we realized a gain of $4.8 million primarily related to the derecognition of the wallet liability associated with the Dosh app. Refer to Note 1—Overview of Business and Basis of Presentation for more information.
Previous wording
Depreciation and amortization expense decreased by $0.3 million during the three months ended June 30, 2025 compared to the three months ended June 30, 2024, primarily due to a decrease in fixed assets.
Current wording
Depreciation and amortization expense decreased by $0.5 million during the three months ended September 30, 2025 compared to the three months ended September 30, 2024, primarily due to a decrease in fixed assets.
Previous wording
Depreciation and amortization expense decreased by $0.2 million during the six months ended June 30, 2025 compared to the six months ended June 30, 2024, primarily due to a decrease in fixed assets.
Current wording
Depreciation and amortization expense decreased by $0.7 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024, primarily due to a decrease in fixed assets.
Previous wording
Interest expense, net increased by $0.4 million during the three months ended June 30, 2025 compared to the three months ended June 30, 2024 primarily due to a decrease in average cash balances that resulted in a decrease in interest income. Interest expense, net increased by $1.4 million during the six months ended June 30, 2025 compared to the six months ended June 30, 2024 primarily due to an increase in our interest expense related to our 2024 Convertible Senior Notes and a decrease in average cash balance that resulted in a decrease in interest income, partially offset by the repayment of our 2018 Line of Credit. Refer to Note 6—Debt and Financing Arrangements to our consolidated financial statements for additional information regarding the 2024 Convertible Senior Notes.
Current wording
Interest expense, net increased by $1.9 million during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024 primarily due to an increase in our interest expense related to our 2024 Convertible Senior Notes and the draw down on our 2018 Line of Credit during the nine months ended September 30, 2025 and a decrease in average cash balance that resulted in a decrease in interest income. The increase is partially offset by interest income associated with our employee retention tax credit and the paydown on our 2018 Line of Credit during the nine months ended September 30, 2024. Refer to Note 6—Debt and Financing Arrangements to our consolidated financial statements for additional information regarding the 2024 Convertible Senior Notes.
Previous wording
Foreign currency gain (loss) was a gain of $5.4 million during the three months ended June 30, 2025 compared to a gain of $0.1 million during the three months ended June 30, 2024, primarily due to the change in the value of the British pound relative to the U.S. dollar.
Current wording
Foreign currency (loss) gain was a loss of $1.8 million during the three months ended September 30, 2025 compared to a gain of $4.8 million during the three months ended September 30, 2024, primarily due to the change in the value of the British pound relative to the U.S. dollar.
Previous wording
Foreign currency gain (loss) was a gain of $8.1 million during the six months ended June 30, 2025 compared to a loss of $0.5 million during the six months ended June 30, 2024, primarily due to the change in the value of the British pound relative to the U.S. dollar.
Current wording
Foreign currency (loss) gain was a gain of $6.3 million during the nine months ended September 30, 2025 compared to a gain of $4.3 million during the nine months ended September 30, 2024, primarily due to the change in the value of the British pound relative to the U.S. dollar.
Previous wording
Our cash and cash equivalents are available for working capital purposes. We do not enter into investments for trading purposes, and our investment policy is to invest any excess cash in short-term, highly liquid investments that limit the risk of principal loss. Currently, a significant portion of our cash and cash equivalents are held in fully FDIC-insured money market accounts, demand deposit accounts and U.S. Treasury Bills. As of June 30, 2025, our money market account and our U.S. Treasury Bills had earned approximately 4.1% and 4.3% annual rate of interest, respectively. As of June 30, 2025, $4.1 million of our cash and cash equivalents were in the United Kingdom. While our investment in Cardlytics U.K. Limited is not considered indefinitely invested, we do not have any current plans to repatriate these funds.
Current wording
Our cash and cash equivalents are available for working capital purposes. We do not enter into investments for trading purposes, and our investment policy is to invest any excess cash in short-term, highly liquid investments that limit the risk of principal loss. Currently, a significant portion of our cash and cash equivalents are held in fully FDIC-insured money market accounts and demand deposit accounts. As of September 30, 2025, our money market account earned approximately a 4.1% annual rate of interest. As of September 30, 2025, $5.0 million of our cash and cash equivalents were in the United Kingdom. While our investment in Cardlytics U.K. Limited is not considered indefinitely invested, we do not have any current plans to repatriate these funds.
Previous wording
On August 5, 2025, we borrowed $50.0 million against the 2018 Line of Credit. Following this drawdown, $10.0 million of unused available borrowings remains available under our 2018 Line of Credit as of August 5, 2025.
Current wording
As of September 30, 2025, we had $46.1 million drawn down against the 2018 Line of Credit, and we had$12.4 million of unused available borrowings remains available under our 2018 Line of Credit.
Previous wording
Through June 30, 2025, we have incurred accumulated net losses of $1,323.1 million since inception, including net loss of $9.3 million for the three months ended June 30, 2025. We have historically financed our operations and capital expenditures through convertible note financings, private placements of our redeemable convertible preferred stock, public offerings of our common stock as well as lines of credit and term loans.
Current wording
Through September 30, 2025, we have incurred accumulated net losses of $1,395.8 million since inception, including net loss of $72.7 million for the three months ended September 30, 2025. We have historically financed our operations and capital expenditures through convertible note financings, private placements of our redeemable convertible preferred stock, public offerings of our common stock as well as lines of credit.
Showing the first 40 of 53 pairs. Open the source sections for the rest.
Rearranged current paragraphs (2)
Current report — wording carried from elsewhere
Impairment of goodwill and intangible assets
Current report — wording carried from elsewhere
Impairment of goodwill and intangible assets