CAS Investment Partners Amends Cardlytics Stake

TL;DR

CAS Investment Partners updated their Cardlytics filing on 7/2/24. Watch CLIFFORD SOSIN.

AI Summary

CAS Investment Partners, LLC, through Clifford Sosin, has amended its Schedule 13D filing regarding Cardlytics, Inc. The filing, dated July 2, 2024, indicates a change in beneficial ownership. CAS Investment Partners, LLC is based in Westport, CT and has a business phone number of 212-804-7660.

Why It Matters

This filing signals a potential shift in the ownership structure or strategy of Cardlytics, Inc., which could impact its stock price and future business decisions.

Risk Assessment

Risk Level: medium — Amendments to Schedule 13D filings often indicate significant changes in a major shareholder's position or intentions, which can introduce volatility.

Key Players & Entities

• CAS Investment Partners, LLC (company) — Filing entity
• Cardlytics, Inc. (company) — Subject company
• Clifford Sosin (person) — Authorized person for CAS Investment Partners

FAQ

Key Financial Figures

• $0.0001 — ame of Issuer) Common Stock, par value $0.0001 (Title of Class of Securities) 14161
• $141,349,574 — owned by Sosin Master is approximately $141,349,574, including brokerage commissions. The a
• $67,076,060 — ficially owned by CSWR is approximately $67,076,060, including brokerage commissions. Item
• $2,712,366 — 4, Sosin Master purchased an additional $2,712,366 aggregate principal amount of the Issue
• $1,287,634 — dquo;) and CSWR purchased an additional $1,287,634 aggregate principal amount of the Notes

Filing Documents

• sc13da412609002_07022024.htm (SC 13D/A) — 165KB
• 0000921895-24-001530.txt ( ) — 166KB

Source and Amount of Funds or Other Consideration

Item 3. Source and Amount of Funds or Other Consideration .

is hereby amended and restated

Item 3 is hereby amended and restated to read as follows: The Shares purchased by each of Sosin Master and CSWR were purchased with working capital (which may, at any given time, include margin loans made by brokerage firms in the ordinary course of business) in open market purchases, except as otherwise noted. The aggregate purchase price of the 4,230,250 Shares directly beneficially owned by Sosin Master is approximately $141,349,574, including brokerage commissions. The aggregate purchase price of the 2,189,483 Shares directly beneficially owned by CSWR is approximately $67,076,060, including brokerage commissions.

Interest in Securities of the Issuer

Item 5. Interest in Securities of the Issuer . Items 5(a)-(c) are hereby amended and restated to read as follows: The aggregate percentage of Shares reported owned by each person named herein is based upon 48,783,041 Shares outstanding, which is the total number of Shares outstanding as of April 30, 2024, as reported in the Issuer’s Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on May 8, 2024. A. Sosin Master (a) As of the close of business on July 2, 2024, Sosin Master directly beneficially owned 4,230,250 Shares. Percentage: Approximately 8.7% (b) 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 4,230,250 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 4,230,250 (c) The transactions in the Shares by Sosin Master during the past sixty days are set forth in Schedule A and are incorporated herein by reference. Additionally, on June 28, 2024, Sosin Master engaged in a pro rata distribution of 45,126 Shares it beneficially owned to its partners for no consideration. B. CSWR (a) As of the close of business on July 2, 2024, CSWR directly beneficially owned 2,189,483 Shares. Percentage: Approximately 4.5% (b) 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 2,189,483 3. Sole power to dispose or direct the disposition: 0 4. Shared power to dispose or direct the disposition: 2,189,483 7 CUSIP No. 14161W105 (c) The transactions in the Shares by CSWR during the past sixty days are set forth in Schedule A and is incorporated herein by reference. C. CAS Investment (a) As the investment manager of Sosin Master and CSWR, CAS Investment may be deemed the beneficial owner of the (i) 4,230,250 Shares owned by Sosin Master and (ii) 2,189,483 Shares owned CSWR. Percentage: Approximately 13.2% (b) 1. Sole power to vote or direct vote: 0 2. Shared power to vote or direct vote: 6,419,733 3.

Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer

Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer .

is hereby amended to add

Item 6 is hereby amended to add the following: On May 9, 2024, Sosin Master purchased an additional $2,712,366 aggregate principal amount of the Issuer’s 4.25% convertible senior notes due 2029 (the “Notes”) and CSWR purchased an additional $1,287,634 aggregate principal amount of the Notes. As the Issuer has the option, at its sole discretion, to settle conversions of the Notes in cash, Shares or a combination of cash and Shares, the Reporting Persons are not deemed to be beneficial 9 CUSIP No. 14161W105

SIGNATURES

SIGNATURES After reasonable inquiry and to the best of his knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct. Dated: July 2, 2024 CAS INVESTMENT PARTNERS, LLC By: /s/ Clifford Sosin Name: Clifford Sosin Title: Managing Member SOSIN MASTER, LP By: Sosin, LLC Its: General Partner By: /s/ Clifford Sosin Name: Clifford Sosin Title: Managing Member of CAS Investment Partners, LLC, Investment Adviser of Sosin Master, LP CSWR PARTNERS, LP By: Sosin, LLC Its: General Partner By: /s/ Clifford Sosin Name: Clifford Sosin Title: Managing Member of CAS Investment Partners, LLC, Investment Adviser of CSWR Partners, LP SOSIN LLC By: /s/ Clifford Sosin Name: Clifford Sosin Title: Managing Member of CAS Investment Partners, LLC, Investment Adviser of Sosin Master, LP and CSWR Partners, LP CLIFFORD SOSIN /s/ Clifford Sosin 10 CUSIP No. 14161W105 SCHEDULE A Transactions in the Shares of the Issuer During the Past Sixty Days Nature of Transaction Amount of Securities Purchased/(Sold) Price per Share ($) Date of Purchase/Sale SOSIN MASTER, LP Purchase of Common Stock 151,108 8.7275 05/09/2024 Purchase of Common Stock 67,159 8.7854 05/10/2024 Purchase of Common Stock 2,516 8.9860 05/13/2024 CSWR PARTNERS, LP Purchase of Common Stock 73,892 8.7275 05/09/2024 Purchase of Common Stock 32,841 8.7854 05/10/2024 Purchase of Common Stock 1,230 8.9860 05/13/2024

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