LiveRamp (NYSE: RAMP) awards 20,129 RSUs to Chief Ethics & Legal Officer

Rhea-AI Filing Summary

JONES JERRY C reported acquisition or exercise transactions in this Form 4 filing.

LiveRamp Holdings, Inc. granted Chief Ethics & Legal Officer Jerry C. Jones 20,129 restricted stock units (RSUs), each representing one share of common stock at a grant price of $0.00 per share. The award increases his directly held common stock to 242,021 shares.

The RSUs vest over three years from the grant date. One-third of the shares are scheduled to vest on May 22, 2027, with the remaining RSUs vesting in equal quarterly installments on the 22nd day of the applicable month, contingent on his continued employment.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider JONES JERRY C

Role CHIEF ETHICS & LEGAL OFFICER

Type	Security	Shares	Price	Value
Grant/Award	COMMON STOCK, $.10 PAR VALUE	20,129	$0.00	--
holding	COMMON STOCK, $.10 PAR VALUE	--	--	--
holding	COMMON STOCK, $.10 PAR VALUE	--	--	--

Holdings After Transaction: COMMON STOCK, $.10 PAR VALUE — 242,021 shares (Direct, null); COMMON STOCK, $.10 PAR VALUE — 5,396.88 shares (Indirect, BY MANAGED ACCOUNT 1)

Footnotes (1)

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Key Figures

RSU grant size: 20,129 RSUs Grant price per share: $0.00 per share Direct shares after grant: 242,021 shares +4 more

7 metrics

RSU grant size 20,129 RSUs Restricted stock units granted to Chief Ethics & Legal Officer

Grant price per share $0.00 per share Price for RSU grant under equity compensation plan

Direct shares after grant 242,021 shares Total directly held common stock following RSU award

Indirect shares - Managed Account 1 5,396.8796 shares Indirect ownership by Managed Account 1

Indirect shares - Managed Account 2 3,494.7296 shares Indirect ownership by Managed Account 2

Initial cliff vest date May 22, 2027 One-third of RSUs scheduled to vest on this date

Vesting term Three years RSUs vest over three years from grant date

Key Terms

restricted stock units, RSUs, 2005 Equity Compensation Plan, vesting, +1 more

5 terms

restricted stock units financial

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

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

RSUs financial

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

RSUs, or restricted stock units, are a form of company shares given to employees as part of their compensation. They are typically awarded with certain restrictions, such as a waiting period before they can be fully owned or sold, similar to earning a gift that becomes fully yours over time. For investors, RSUs can impact a company's stock offerings and reflect how much the company relies on stock-based incentives to attract and retain talent.

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.

managed account financial

"nature_of_ownership": "BY MANAGED ACCOUNT 1""

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^*

JONES JERRY C

(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 ETHICS & LEGAL 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		20,129(1)	A	$0	242,021	D
COMMON STOCK, $.10 PAR VALUE								5,396.8796	I	BY MANAGED ACCOUNT 1
COMMON STOCK, $.10 PAR VALUE								3,494.7296	I	BY MANAGED ACCOUNT 2

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/ JERRY C. JONES	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 did LiveRamp (RAMP) disclose about Jerry C. Jones’s new equity award?

LiveRamp granted Jerry C. Jones 20,129 restricted stock units (RSUs). Each RSU represents one share of common stock at a grant price of $0.00, reflecting stock-based compensation rather than a market purchase by the Chief Ethics & Legal Officer.

How and when do Jerry C. Jones’s new LiveRamp RSUs vest?

The RSUs vest over three years from the grant date. One-third of the award vests on May 22, 2027, and the remaining RSUs vest in equal quarterly installments on the 22nd day of applicable months, subject to his continued employment with LiveRamp.

How many LiveRamp shares does Jerry C. Jones hold directly after this Form 4?

After the RSU grant, Jones directly holds 242,021 shares of LiveRamp common stock. This figure reflects his total direct ownership reported in the filing following the award, excluding indirect holdings in managed accounts reported separately.

What are the indirect LiveRamp holdings reported for Jerry C. Jones on this Form 4?

The filing reports indirect holdings through two managed accounts. One managed account reports 3,494.7296 shares, and another reports 5,396.8796 shares of LiveRamp common stock, each identified as indirect ownership by managed account arrangements.

Is Jerry C. Jones’s LiveRamp RSU grant a market purchase of shares?

No, the RSU grant is not a market purchase. The 20,129 RSUs are granted at a price of $0.00 per share under LiveRamp’s 2005 Equity Compensation Plan, representing stock-based compensation that will settle in shares as the units vest.