FORM 4
☐ Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Hageman Cynthia L		 2. Issuer Name and Ticker or Trading Symbol

Loyalty Ventures Inc. [ LYLTQ ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
EVP, General Counsel
(Last)          (First)          (Middle)

8235 DOUGLAS AVENUE, SUITE 1200		 3. Date of Earliest Transaction (MM/DD/YYYY)

6/2/2023
(Street)

DALLAS, TX 75225		 4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
 6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)        (State)        (Zip)
Rule 10b5-1(c) Transaction Indication
☐ Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 6/2/2023  J(1)  15190 D$0.00 15883 D  
Common Stock 6/2/2023  J(2)  15883 D$0.00 0 D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)		2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)		8. Price of Derivative Security
(Instr. 5)		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
(1) On March 10, 2023, Loyalty Ventures Inc. (the "Issuer") and certain of its subsidiaries (collectively with the Issuer, the "Debtors") filed voluntary petitions for relief under chapter 11 of title 11 of the United Stated Code in the United States Bankruptcy Court for the Southern District of Texas (the "Bankruptcy Court"). On April 27, 2023, the Bankruptcy Court entered an order confirming the Debtors' First Amended Combined Disclosure Statement and Joint Chapter 11 Plan (as amended, modified or supplemented from time to time, the "Plan"). On June 2, 2023 (the "Effective Date"), the Plan became effective pursuant to its terms, the Debtors emerged from bankruptcy and all of the Issuer's common stock was cancelled automatically and without the receipt of any consideration pursuant to the Plan.
(2) On the Effective Date, all unvested time-based restricted stock units represented by shares of the Issuer's common stock were cancelled automatically and without the receipt of any consideration pursuant to the Plan.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Hageman Cynthia L
8235 DOUGLAS AVENUE, SUITE 1200
DALLAS, TX 75225

EVP, General Counsel
Signatures
/s/ Cynthia L. Hageman6/5/2023
**Signature of Reporting PersonDate
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 4(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).
Note:File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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