LiveRamp (RAMP) CEO Scott Howe awarded 88,311 RSUs under equity plan

Rhea-AI Filing Summary

Howe Scott E reported acquisition or exercise transactions in this Form 4 filing.

LiveRamp Holdings, Inc. reported that Chief Executive Officer Scott E. Howe received a grant of 88,311 restricted stock units (RSUs), with each RSU representing a contingent right to receive one share of common stock at a price of $0.00 per unit as compensation. According to the disclosure, this award increases his directly held common stock position to 1,194,970 shares, while an additional 3,148.0113 shares are held indirectly through a managed account. The RSUs were granted under the company’s 2005 Equity Compensation Plan and will vest over three years, with one-third scheduled to vest on May 22, 2027 and the remaining units vesting in equal quarterly amounts thereafter, contingent on continued employment.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Howe Scott E

Role CHIEF EXECUTIVE OFFICER

Type	Security	Shares	Price	Value
Grant/Award	COMMON STOCK, $.10 PAR VALUE	88,311	$0.00	--
holding	COMMON STOCK, $.10 PAR VALUE	--	--	--

Holdings After Transaction: COMMON STOCK, $.10 PAR VALUE — 1,194,970 shares (Direct, null); COMMON STOCK, $.10 PAR VALUE — 3,148.011 shares (Indirect, BY MANAGED ACCOUNT 1)

Footnotes (1)

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Key Figures

RSU grant size: 88,311 RSUs Grant price per unit: $0.00 per RSU Direct holdings after grant: 1,194,970 shares +3 more

6 metrics

RSU grant size 88,311 RSUs Grant to CEO Scott E. Howe

Grant price per unit $0.00 per RSU Compensation award, non-market transaction

Direct holdings after grant 1,194,970 shares Common stock directly held by CEO after transaction

Indirect holdings 3,148.0113 shares Common stock held by managed account 1

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

Vesting period Three years RSUs vest over three years with quarterly vesting after first tranche

Key Terms

restricted stock units ("RSUs"), 2005 Equity Compensation Plan, contingent right to receive one share, vesting

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."

contingent right to receive one share financial

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

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.

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^*

Howe Scott E

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF EXECUTIVE 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		88,311(1)	A	$0	1,194,970	D
COMMON STOCK, $.10 PAR VALUE								3,148.0113	I	BY MANAGED ACCOUNT 1

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: SCOTT E. HOWE	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) report for CEO Scott Howe?

LiveRamp reported a compensation-related grant to its CEO. Scott E. Howe received 88,311 restricted stock units at $0.00 per unit under the 2005 Equity Compensation Plan, increasing his directly held common stock to 1,194,970 shares.

How many LiveRamp RSUs were granted to the CEO in this Form 4?

The CEO received 88,311 restricted stock units. Each RSU represents a contingent right to receive one share of LiveRamp common stock, subject to the vesting schedule and his continued employment with the company.

What is the vesting schedule for the LiveRamp (RAMP) CEO’s new RSU grant?

The RSUs vest over three years. One-third of the 88,311 RSUs is scheduled to vest on May 22, 2027, with the remaining units vesting in equal quarterly installments on the 22nd day of applicable months until fully vested.

How many LiveRamp shares does the CEO hold after this reported grant?

Scott Howe directly holds 1,194,970 shares after the grant. The filing also shows an additional 3,148.0113 shares held indirectly through a managed account, providing a view of both his direct and indirect ownership stakes.

Is the LiveRamp CEO’s RSU grant an open-market purchase or compensation award?

The RSU grant is a compensation award, not an open-market trade. It is recorded with transaction code A, indicating a grant, award, or other acquisition under LiveRamp’s 2005 Equity Compensation Plan at a price of $0.00 per unit.

Under which plan were the LiveRamp (RAMP) CEO’s RSUs granted?

The RSUs were granted under LiveRamp’s 2005 Equity Compensation Plan. The filing notes that each RSU is a contingent right to receive one share of common stock, subject to the plan’s terms and the vesting conditions described.