LiveRamp (RAMP) CRO has 1,231 shares withheld to cover RSU taxes

Rhea-AI Filing Summary

LiveRamp Holdings, Inc. chief revenue officer Vihan Sharma had 1,231 shares of common stock withheld by the company to cover tax obligations tied to restricted stock units that vested on March 22, 2026. This was a tax-withholding disposition, not an open-market sale. Following this transaction, Sharma directly holds 122,684 shares of LiveRamp common stock.

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

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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^*

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)
03/22/2026

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	03/22/2026		F		1,231(1)	D	$26.58	122,684	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 March 22, 2026, when restricted stock units belonging to the reporting person vested.

	/s/ BY: JERRY C. JONES, ATTORNEY-IN-FACT FOR: VIHAN SHARMA	03/23/2026
	** 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 Vihan Sharma?

LiveRamp reported that chief revenue officer Vihan Sharma had 1,231 shares of common stock withheld to satisfy tax obligations from vesting restricted stock units. This Form 4 transaction is coded "F," indicating a tax-withholding disposition rather than an open-market purchase or sale.

Was the LiveRamp (RAMP) Form 4 transaction an open-market sale?

No, the transaction was not an open-market sale. The 1,231 shares were withheld by LiveRamp to cover Vihan Sharma’s tax obligations when his restricted stock units vested, as noted in the footnote. Code "F" reflects payment of tax liability by delivering securities.

How many LiveRamp (RAMP) shares does Vihan Sharma hold after this Form 4?

After the tax-withholding disposition, Vihan Sharma directly holds 122,684 shares of LiveRamp common stock. This figure reflects his position following the 1,231 shares withheld by the issuer to satisfy tax obligations related to vesting restricted stock units on March 22, 2026.

What does transaction code "F" mean on the LiveRamp (RAMP) Form 4?

Transaction code "F" indicates shares were used to pay an exercise price or tax liability. For LiveRamp, 1,231 shares of Vihan Sharma’s common stock were withheld by the issuer to satisfy tax obligations arising from the vesting of restricted stock units on March 22, 2026.

Does the LiveRamp (RAMP) Form 4 indicate buying or selling by Vihan Sharma?

The Form 4 shows a tax-withholding disposition, not a discretionary buy or sell. Shares were withheld by LiveRamp to cover Vihan Sharma’s tax obligations on vested restricted stock units, so it does not reflect an open-market trading decision by the executive.

How large is the tax-withholding transaction for LiveRamp (RAMP) relative to Sharma’s holdings?

The tax-withholding involved 1,231 shares, while Vihan Sharma holds 122,684 shares after the transaction. This indicates a relatively small disposition used solely to cover tax obligations from vesting restricted stock units, rather than a substantial change in his overall equity position.