[Form 4] LiveRamp Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

LiveRamp Holdings, Inc. (RAMP) Form 4: Mohsin Hussain, the company Chief Technology Officer, reported dispositions of company common stock on 08/22/2025 at a price of $27.91 per share. Three separate withholding transactions are reported for 678, 1,461, and 1,334 shares, respectively, reflecting shares withheld to satisfy the reporting person’s tax obligations when restricted stock units vested.

The filing shows the reporting person’s beneficial ownership after each reported withholding as 78,938, 77,477, and 76,143 shares. The Form 4 was signed by an attorney-in-fact on behalf of Mohsin Hussain on 08/25/2025. No open-market sales or derivative transactions are reported in this filing.

Positive

• Transactions are tax withholdings tied to RSU vesting, indicating administrative disposition rather than open-market sales
• Form 4 discloses transaction dates, prices, and post-transaction beneficial ownership, demonstrating transparent reporting

Negative

• Beneficial ownership decreased from pre-transaction levels to 76,143 shares after the reported withholdings
• Filing does not include aggregate percentage ownership, so relative stake versus outstanding shares is not provided

Insights

Financial Analyst

TL;DR: Insider withheld shares for taxes on RSU vesting; small reductions in beneficial ownership, no market sales reported.

The transactions are recorded as withholdings tied to RSU vesting rather than open-market dispositions, occurring at $27.91 per share on 08/22/2025. The amounts withheld (678; 1,461; 1,334 shares) modestly reduce the reporting person’s holdings to 76,143 shares at latest reported level. From an equity-impact perspective, these are routine administrative transactions that do not indicate active selling pressure or a change in control. The filing provides explicit transaction details but does not include broader compensation schedules or aggregate insider ownership percentages.

Corporate Governance Expert

TL;DR: Routine tax-withholding on vested RSUs; disclosure appears complete and timely via attorney-in-fact signature.

The Form 4 identifies the reporting person as CTO and discloses three withholding events dated 08/22/2025, with signature by attorney-in-fact on 08/25/2025. The explanation section explicitly states the shares were withheld to satisfy tax obligations arising from RSU vesting, which is a standard post-vesting administrative practice. No derivative activity or Rule 10b5-1 plan indication is present. For governance reviewers, the filing shows compliance with Section 16 reporting obligations without unexplained transfers or transactions.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Hussain Mohsin

(Last) (First) (Middle)

LIVERAMP HOLDINGS, INC.

225 BUSH STREET, 17TH FLOOR

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LiveRamp Holdings, Inc. [ RAMP ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF TECHNOLOGY OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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, $.10 PAR VALUE	08/22/2025		F		678(1)	D	$27.91	78,938	D
COMMON STOCK, $.10 PAR VALUE	08/22/2025		F		1,461(1)	D	$27.91	77,477	D
COMMON STOCK, $.10 PAR VALUE	08/22/2025		F		1,334(1)	D	$27.91	76,143	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. 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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. These shares were withheld by the Issuer to satisfy the reporting person's tax obligations that arose on August 22, 2025, when restricted stock units belonging to the reporting person vested.

	/s/ BY: JERRY C. JONES, ATTORNEY-IN-FACT FOR: MOHSIN HUSSAIN	08/25/2025
	** 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 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.
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FAQ

What did Mohsin Hussain report on the RAMP Form 4?

The Form 4 reports that Mohsin Hussain had 678, 1,461, and 1,334 shares withheld at $27.91 per share on 08/22/2025 to satisfy tax obligations from RSU vesting.

Were these open-market sales or tax withholdings?

The filing expressly states these were shares withheld by the issuer to satisfy tax obligations when restricted stock units vested, not open-market sales.

How many shares did the CTO own after these transactions?

The Form 4 lists post-transaction beneficial ownership as 78,938, 77,477, and 76,143 shares following each reported withholding.

What price per share is shown on the Form 4?

Each withholding transaction is reported with a price of $27.91 per share.

When was the Form 4 signed and filed?

The Form 4 carries a signature by an attorney-in-fact for Mohsin Hussain dated 08/25/2025.

Does the Form 4 show any option exercises or derivative transactions?

No. Table II for derivative securities contains no reported transactions; only non-derivative withholding events are disclosed.