Cardlytics Receives Nasdaq Delisting Notice for Failing Minimum Bid Price Rule

Cardlytics Inc. (CDLX) received a notice from the Nasdaq Stock Market on June 2, 2026, stating that the company does not comply with the minimum bid price listing rule, according to an 8-K filed with the SEC on June 3, 2026.

The filing triggers Item 3.01, Notice of Delisting or Failure to Satisfy a Listing Rule. Cardlytics' common stock has not maintained a minimum closing bid price of $1.00 per share for at least 30 consecutive business days, violating Nasdaq Listing Rule 5550(a)(2).

The company has 180 calendar days from the date of the notice, until December 1, 2026, to regain compliance by achieving a closing bid price of at least $1.00 for a minimum of 10 consecutive business days.

The notice also activates Item 3.03, Material Modification to Rights of Security Holders. No immediate change occurs to the rights of existing shareholders, but if Cardlytics fails to regain compliance by the end of the cure period and does not qualify for a second 180-day grace period, Nasdaq will delist the company's shares.

Delisting would move trading to over-the-counter markets, where liquidity and visibility typically decline.

Downstream, the company must monitor its stock price daily and may consider a reverse stock split or other corporate actions to meet the bid-price threshold before the December 1 deadline. A separate Form 8-K would be required if Nasdaq grants an additional compliance period or if the company regains compliance.

Failure to act within the regulatory window would force the company to apply for an appeal or face formal delisting proceedings, triggering further SEC disclosures.

This marks the first public delisting notice for Cardlytics since its 2018 IPO. The company, which operates a purchase-intelligence platform used by banks and marketers, had a market capitalization of roughly $180 million as of late May 2026. The original minimum bid price rule has been in place for decades under Nasdaq's Listing Rule 5550(a)(2) and applies uniformly to all domestic issuers on the exchange.

Primary sources: SEC Form 8-K filed June 3, 2026 (Accession No. 0001628280-26-040351).