LiveRamp director John L. Battelle disposes of 59,476 shares

The merger provided $38.50 in cash per eligible share, while John L. Battelle's reported direct common-stock position after the transaction was zero.

Available on EDGAR 11/02/2026 - 04:53 PM EST Accepted by SEC EDGAR 11/02/2026 - 04:53 PM EST Learn about SEC filing dates

Rhea-AI Filing Summary

LiveRamp Holdings, Inc. director John L. Battelle reported a disposition to the issuer of 59,476 common shares on November 2, 2026, leaving 0 directly held shares after the transaction. Under the merger, each eligible share outstanding immediately before the effective time was converted into the right to receive $38.50 in cash per share, without interest; certain excluded and dissenting shares were excepted.

Insider Trade Summary

Disposition: 59,476 shares

Disposition 1 txn

Insider BATTELLE JOHN L.

Role Director

Type	Security	Shares	Price	Value
Disposition	COMMON STOCK, $.10 PAR VALUE F1	59,476	$38.50	$2.29M

Holdings After Transaction: COMMON STOCK, $.10 PAR VALUE — 0 shares (Direct)

Footnotes (1)

1. F1. On November 2, 2026, pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated May 16, 2026, by and among LiveRamp Holdings, Inc. (the "Issuer"), MMS USA Holdings, Inc. ("Parent"), Covey Merger Sub, Inc. ("Merger Sub"), and, solely for the purpose of Section 10.14 thereof, Publicis Groupe S.A., Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned direct subsidiary of Parent (the "Merger"). At the effective time of the Merger (the "Effective Time"), each share of the Issuer's common stock, par value $0.10 per share issued and outstanding immediately prior to the Effective Time (other than certain excluded shares and dissenting shares) was converted into the right to receive an amount in cash equal to $38.50 per share, without interest.

Key Figures

Common shares disposed: 59,476 shares Merger consideration: $38.50 per share Direct shares following transaction: 0 shares

3 metrics

Common shares disposed 59,476 shares November 2, 2026

Merger consideration $38.50 per share Cash consideration for each eligible share, without interest

Direct shares following transaction 0 shares Reported position after the November 2, 2026 transaction

Key Terms

Merger Agreement, Effective Time, surviving corporation, dissenting shares

4 terms

Merger Agreement technical

"pursuant to the Agreement and Plan of Merger"

A merger agreement is a binding contract that lays out the exact terms for two companies to combine, including the price, what each side will deliver, and the conditions that must be met before the deal is completed. Investors care because it sets the timetable, payouts and risks — like a blueprint or prenup that shows whether the deal is likely to close, how ownership will change, and what could cancel or alter the payout they expect.

Effective Time technical

"At the effective time of the Merger (the "Effective Time")"

The exact clock time when a regulatory filing, approval, or corporate action formally becomes legally active; from that moment the change is binding and can be acted on. Investors care because the effective time marks when ownership, rights, trading rules, or new securities take effect — like a light switch turning on a contract or transaction — which determines when risks, benefits and market reactions begin.

surviving corporation technical

"the Issuer continuing as the surviving corporation"

The surviving corporation is the company entity that continues to exist after a merger, consolidation, or similar reorganization; it absorbs the assets, liabilities, contracts, and business of the combining firms and remains on the legal books while the other entities cease to exist. For investors, it matters because ownership, shareholder rights, outstanding securities, and regulatory or listing obligations move into that single continuing company—think of it as the ship that all passengers board after two boats are joined together.

dissenting shares technical

"other than certain excluded shares and dissenting shares"

Dissenting shares are shares held by investors who formally oppose a proposed corporate action—such as a merger or takeover—and choose to demand a cash payment for the value of their stock instead of accepting the deal’s terms. This matters to investors because it can slow or complicate a transaction, trigger a legal process to set a fair price, and affect how much cash a company must pay out, which in turn influences the financial outcome for all shareholders.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

How many shares did RAMP director John L. Battelle dispose of, and what was the merger consideration?

John L. Battelle reported a disposition to the issuer of 59,476 shares on November 2, 2026. Under the merger, each eligible share was converted into the right to receive $38.50 in cash per share, without interest, and his reported direct holdings afterward were 0 shares.

AI-generated analysis. How Rhea-AI works. Not financial advice.

Form 4 Insider Transactions: What Each Field Means →

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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

X

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^*

BATTELLE JOHN L.

(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
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
11/02/2026

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	11/02/2026		D		59,476(1)	D	$38.5(1)	0	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. On November 2, 2026, pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated May 16, 2026, by and among LiveRamp Holdings, Inc. (the "Issuer"), MMS USA Holdings, Inc. ("Parent"), Covey Merger Sub, Inc. ("Merger Sub"), and, solely for the purpose of Section 10.14 thereof, Publicis Groupe S.A., Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned direct subsidiary of Parent (the "Merger"). At the effective time of the Merger (the "Effective Time"), each share of the Issuer's common stock, par value $0.10 per share issued and outstanding immediately prior to the Effective Time (other than certain excluded shares and dissenting shares) was converted into the right to receive an amount in cash equal to $38.50 per share, without interest.

	BY: JERRY C. JONES, ATTORNEY-IN-FACT FOR: JOHN L. BATTELLE /s/ Jerry C. Jones	11/02/2026
	** 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)