Every 8-K that LiveRamp Holdings, Inc. (RAMP) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.
A 8-K covers material events a company has to report between its quarterly reports, so if you follow RAMP and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full RAMP filings page.
LiveRamp Holdings, Inc. (RAMP) reports governance changes following a prior director resignation. Kristi Argyilan, a director since February 11, 2026, resigned from the Board on July 17, 2026. On August 17, 2026, the Board reduced its size from seven to six directors to eliminate the resulting vacancy and rebalanced director classes to keep them as equal in number as possible. With the agreement of Vivian Chow, the Board redesignated her into the class of directors whose term expires at the 2028 annual meeting of stockholders, effective August 17, 2026, following a special meeting of stockholders held the same day.
LiveRamp Holdings, Inc. reported results of a August 17, 2026 special stockholder meeting held in connection with its pending acquisition by MMS USA Holdings, Inc. under the Agreement and Plan of Merger dated May 16, 2026, with Covey Merger Sub, Inc. and, for certain purposes, Publicis Groupe, S.A. Stockholders adopted the Merger Agreement with 51,578,202 votes for, 60,073 against and 53,553 abstaining, while 4,374,869 broker non-votes were recorded. As of the June 18, 2026 record date, 60,786,315 shares of common stock were outstanding, and 56,066,697 shares (about 92.23%) were represented, constituting a quorum.
Stockholders approved an increase of 2,500,000 shares available under the Amended and Restated 2005 Equity Compensation Plan and re-elected directors Timothy R. Cadogan, Vivian Chow and Scott E. Howe to three-year terms ending at the 2029 annual meeting. They also approved, on an advisory basis, the compensation of named executive officers and ratified KPMG LLP as independent registered public accountant for fiscal 2027. In a separate advisory vote, stockholders did not approve the merger-related compensation for named executive officers.
LiveRamp Holdings, Inc. describes additional information related to its pending acquisition by MMS USA Holdings, Inc., an affiliate of Publicis Groupe S.A., under an existing merger agreement in which LiveRamp stockholders are to receive $38.50 in cash per share. The company reports stockholder litigation and demand letters concerning the merger disclosures and states it is voluntarily providing supplemental information while denying the allegations and maintaining that prior disclosures comply with applicable law.
The filing expands the background of the merger to detail Publicis’s emphasis on retaining key senior LiveRamp management and related employment discussions, including an employment agreement for CEO Scott Howe contingent on closing. It also provides fuller detail on Evercore’s valuation work, including discounted cash flow, trading-comparable and transaction-comparable analyses, and summarizes internal long-term projections (the “December Projections” and “LiveRamp Projections”) used in evaluating the transaction. Extensive cautionary language stresses that these non-GAAP, forward-looking projections are inherently uncertain and were prepared on a standalone basis without giving effect to the merger.
LiveRamp Holdings reported Q1 fiscal 2027 results with total revenue of $214 million, up 10% year-over-year, including subscription revenue of $160 million and Marketplace & Other revenue of $54 million. GAAP gross margin was 71% and non-GAAP gross margin 72%, both stable.
Profitability improved, with GAAP operating income of $20 million versus $7 million a year earlier and non-GAAP operating income of $50 million, up 41%. GAAP diluted EPS was $0.28 compared with $0.12, while non-GAAP diluted EPS was $0.65 versus $0.44. Net cash provided by operating activities was $17 million, compared with a use of $16 million, and free cash flow was $16 million. The company repurchased roughly 0.6 million shares for $18 million and ended the quarter with cash and cash equivalents of $363.5 million.
Operational metrics included subscription net retention of 103%, platform net retention of 106%, 132 customers generating over $1 million in annualized subscription revenue, annualized recurring revenue of $539 million and current remaining performance obligations of $482 million, each up 7%. LiveRamp highlighted new AI-related collaborations with OpenAI, Databricks, Adobe and DoorDash, and reiterated that its all-cash acquisition by Publicis Groupe at $38.50 per share is expected to close before the end of calendar 2026, subject to shareholder approval and other customary conditions, with the shareholder vote scheduled for August 17, 2026.
LiveRamp Holdings, Inc. reported that director Kristi Argyilan resigned from its Board of Directors, effective immediately on July 17, 2026. The company states that her resignation was not the result of any disagreement with LiveRamp regarding its operations, policies or practices.
Argyilan had served as a director since February 11, 2026. The disclosure is signed on behalf of LiveRamp by Jerry C. Jones, EVP, Chief Ethics and Legal Officer and Secretary.
LiveRamp Holdings, Inc. agreed to be acquired by Publicis Groupe in an all-cash merger at $38.50 per share, valuing LiveRamp’s equity at $2.5 billion and representing about a 30% premium to its May 15, 2026 closing price. The deal, unanimously approved by both boards, will make LiveRamp a wholly owned subsidiary of Publicis, with closing dependent on shareholder approval, antitrust and foreign investment clearances, CFIUS approval, and the absence of a material adverse effect. Each side may owe a $32.35 million termination fee in specified scenarios, and the merger must close by May 16, 2027, subject to a possible three‑month extension. After completion, LiveRamp’s stock will be delisted from the NYSE. For fiscal 2026, LiveRamp reported revenue of $812.9 million (up 9%), net earnings of $146.0 million, record operating cash flow of $167.8 million, and share repurchases of $194.5 million. Fourth‑quarter revenue was $206.1 million with net earnings of $70.9 million.
LiveRamp Holdings, Inc. filed an amended report to update recent board changes. The company previously appointed Kristi Argyilan to its Board of Directors, initially in the class of directors whose term expires at the 2027 annual meeting of stockholders.
On May 13, 2026, the Board named Ms. Argyilan to the Governance/Nominating Committee and, with her agreement, redesignated her to the director class whose term expires at the 2028 annual meeting. The Board also reduced its size from eight to seven directors to eliminate the vacancy created by the March 18, 2026 resignation of director Brian O’Kelley.
LiveRamp Holdings, Inc. announced that director Brian O’Kelley has resigned from its Board of Directors, effective immediately on March 18, 2026. He has served as a director since 2023. The company states that his resignation was not due to any disagreement over operations, policies, or practices.
LiveRamp Holdings, Inc. has appointed Kristi Argyilan to its Board of Directors, effective February 11, 2026. She fills a vacancy in the director class whose term runs until the 2027 annual meeting of stockholders, helping keep the Board’s three classes as evenly sized as possible.
Ms. Argyilan will receive the standard compensation provided to non-employee directors and may participate in the LiveRamp Directors’ Deferred Compensation Plan, as described in the company’s 2025 proxy statement. She has not yet been assigned to any Board committees, and the company states there are no arrangements, understandings, or related party transactions connected to her appointment.
LiveRamp Holdings, Inc. announced that its Board of Directors expanded the company’s share repurchase authorization and extended the program. The Board approved an additional $200 million for repurchases, increasing the total authorization to $1.5 billion and extending the program through December 31, 2027.
After using $1.163 billion previously, LiveRamp had $137 million remaining; with the new authorization, it now has about $337 million available for buybacks. Repurchases may occur in open market transactions or under Rule 10b5-1 trading plans, at the company’s discretion, and can be modified or terminated at any time.
LiveRamp Holdings, Inc. filed a current report announcing that it has released a press release detailing its financial performance for the third quarter ended December 31, 2025. The company also scheduled a conference call at 1:30 PDT on the same day to discuss these results.
The earnings discussion will be accessible via an Internet webcast at the company’s website, www.liveramp.com. The press release is provided as Exhibit 99.1 to the report and is treated as furnished rather than filed, limiting its exposure to certain Exchange Act liabilities.
LiveRamp Holdings, Inc. reported that its Chief Technology Officer, Mohsin Hussain, will leave the company. He will cease serving as CTO and his employment with LiveRamp will end effective as of the end of fiscal 2026. This 8-K filing is focused solely on this leadership transition and does not include additional financial or operational updates.
LiveRamp Holdings, Inc. announced results for its second quarter ended September 30, 2025. The company will host a conference call and webcast today at 1:30 PM PDT to discuss the update.
The press release detailing these results is furnished as Exhibit 99.1 and incorporated by reference. The information is being furnished under Item 2.02 and is not deemed filed under Section 18 of the Exchange Act.
LiveRamp Holdings, Inc. reported results of its 2025 Annual Meeting of Shareholders and a board change. Shareholders approved an amendment to the Amended and Restated 2005 Equity Compensation Plan to increase the number of shares available under the plan by 2,500,000. They also reelected Clark M. Kokich and Brian O’Kelley to three-year board terms expiring at the 2028 annual meeting.
Shareholders approved, on an advisory basis, the compensation of the company’s named executive officers and ratified KPMG LLP as independent registered public accountant for fiscal year 2026. Separately, on August 13, 2025, director Omar Tawakol informed the board of his resignation, effective immediately.