LiveRamp (RAMP) CRO receives 32,467 RSU equity award with 3-year vest

Rhea-AI Filing Summary

LiveRamp Holdings, Inc. reported that Chief Revenue Officer Vihan Sharma received an equity grant of 32,467 shares in the form of restricted stock units under the company’s 2005 Equity Compensation Plan. These RSUs are a compensation award, not an open-market purchase, and carry no cash exercise price.

Each RSU represents the right to receive one share of common stock. Vesting will occur over three years from the grant date, with one-third of the units scheduled to vest on May 22, 2027, and the remaining units vesting in equal quarterly installments on the 22nd day of the applicable month, contingent on continued employment. Following this grant, Sharma holds 155,151 shares directly.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider Sharma Vihan

Role CHIEF REVENUE OFFICER

Type	Security	Shares	Price	Value
Grant/Award	COMMON STOCK, $.10 PAR VALUE	32,467	$0.00	--

Holdings After Transaction: COMMON STOCK, $.10 PAR VALUE — 155,151 shares (Direct, null)

Footnotes (1)

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Key Figures

RSU grant size: 32,467 units Grant price: $0.00 per share Shares after transaction: 155,151 shares +2 more

5 metrics

RSU grant size 32,467 units Restricted stock units granted to CRO Vihan Sharma

Grant price $0.00 per share Compensation award, not open-market purchase

Shares after transaction 155,151 shares Total direct holdings following RSU grant

Initial vesting date May 22, 2027 One-third of RSUs scheduled to vest

Vesting structure 3 years, quarterly after first tranche Equal quarterly vesting on 22nd day of applicable months

Key Terms

restricted stock units ("RSUs"), 2005 Equity Compensation Plan, vesting, contingent right

4 terms

restricted stock units ("RSUs") financial

"These restricted stock units ("RSUs") are granted pursuant to the registrant's 2005 Equity Compensation Plan."

Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.

2005 Equity Compensation Plan financial

"These restricted stock units ("RSUs") are granted pursuant to the registrant's 2005 Equity Compensation Plan."

vesting financial

"Vesting will take place over three years from the date of grant, with 1/3 of the shares scheduled to vest on May 22, 2027, and the remainder vesting in equal quarterly amounts thereafter"

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

contingent right financial

"Each RSU represents a contingent right to receive one share of the registrant's common stock."

Form 4 Insider Transactions: What Each Field Means →

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
Estimated average burden
hours per response:			0.5

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^*

Sharma Vihan

(Last) (First) (Middle)

LIVERAMP HOLDINGS, INC.

225 BUSH STREET, 17TH FLOOR

(Street)

SAN FRANCISCO CALIFORNIA 94104

(City) (State) (Zip)

UNITED STATES

(Country)

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 REVENUE OFFICER

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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

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

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

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	05/15/2026		A		32,467(1)	A	$0	155,151	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 restricted stock units ("RSUs") are granted pursuant to the registrant's 2005 Equity Compensation Plan. Each RSU represents a contingent right to receive one share of the registrant's common stock. Vesting will take place over three years from the date of grant, with 1/3 of the shares scheduled to vest on May 22, 2027, and the remainder vesting in equal quarterly amounts thereafter on the 22nd day of the applicable month until 100% vested, contingent upon the recipient's continued employment with the registrant.

	/s/ BY: JERRY C. JONES, ATTORNEY-IN-FACT FOR: VIHAN SHARMA	05/19/2026
	** 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.
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 Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transaction did LiveRamp (RAMP) disclose for Vihan Sharma?

LiveRamp disclosed that Chief Revenue Officer Vihan Sharma received 32,467 restricted stock units as an equity compensation award. The RSUs carry no exercise price and represent the right to receive common shares over time, subject to a vesting schedule and continued employment.

How many LiveRamp (RAMP) shares does Vihan Sharma hold after this grant?

After this equity award, Vihan Sharma is reported to hold 155,151 shares of LiveRamp common stock directly. This total includes the newly granted restricted stock units, which will convert into shares as they vest over the specified three-year schedule.

What are the vesting terms of Vihan Sharma’s new RSUs at LiveRamp (RAMP)?

The RSUs vest over three years from the grant date. One-third of the award is scheduled to vest on May 22, 2027, with the remaining units vesting in equal quarterly installments on the 22nd of applicable months, conditioned on Sharma’s continued employment.

Are Vihan Sharma’s new LiveRamp (RAMP) shares an open-market purchase?

No, the 32,467 units are a grant of restricted stock units as compensation, not an open-market share purchase. They were issued at no cash cost to Sharma under LiveRamp’s 2005 Equity Compensation Plan and will settle into shares as they vest.

Under which plan were the new LiveRamp (RAMP) RSUs granted to Vihan Sharma?

The restricted stock units granted to Vihan Sharma were issued under LiveRamp’s 2005 Equity Compensation Plan. This plan governs equity-based compensation awards, such as RSUs, granted to eligible employees and sets terms for vesting and settlement into common stock.