CDLX · Cardlytics, Inc.

The annual meeting results indicate strong shareholder support for routine matters, including the election of directors and auditor ratification. The approval of a reverse stock split authorization grants the board flexibility to potentially consolidate shares at a ratio between 1-for-5 and 1-for-15, which may be used to regain Nasdaq compliance or improve marketability. However, the advisory say-on-pay vote saw only 74% support among votes cast (excluding broker non-votes), suggesting some investor concerns about executive compensation. The high broker non-vote count (over 21 million shares) reflects the significant portion of shares held through brokers that did not vote on non-routine proposals, a common occurrence in retail-heavy shareholder bases.