SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* BANK OF AMERICA CORP /DE/ (Last) (First) (Middle) BANK OF AMERICA CORPORATE CENTER 100 N TRYON ST (Street) CHARLOTTE NC 28255 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 02/08/2018	3. Issuer Name and Ticker or Trading Symbol Cardlytics, Inc. [ CDLX ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Warrant (right to buy)	(1)	03/03/2021	Common Stock	78,100.5	2.52	I	See footnote(2)
Warrant (right to buy)	(1)	03/03/2021	Common Stock	312,402	6.52	I	See footnote(2)

1. Name and Address of Reporting Person* BANK OF AMERICA CORP /DE/ (Last) (First) (Middle) BANK OF AMERICA CORPORATE CENTER 100 N TRYON ST (Street) CHARLOTTE NC 28255 (City) (State) (Zip)

1. Name and Address of Reporting Person* Banc of America Strategic Investments CORP (Last) (First) (Middle) BANK OF AMERICA CORPORATE CENTER 100 N TRYON ST (Street) CHARLOTTE NC 28255 (City) (State) (Zip)

Explanation of Responses:

1. The warrant is fully vested and exercisable.

2. Represents a warrant to purchase shares held directly by Banc of America Strategic Investments Corporation ("BASIC"), a wholly owned subsidiary of Bank of America Corporation ("BAC"). Each of BAC and BASIC expressly disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein.

Remarks:

	/s/ Richard Lee, Managing Director	02/08/2018
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 5 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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