[Form 4] LiveRamp Holdings, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Jerry C. Jones, Chief Ethics & Legal Officer at LiveRamp Holdings, reported transactions on 08/22/2025 related to restricted stock units that vested. The filing shows two non-derivative dispositions: 1,284 shares and 734 shares were surrendered/withheld at a price of $27.91 to satisfy tax obligations arising on vesting. After those transactions the reporting person’s direct beneficial ownership is shown as 225,922 and 225,188 shares on the two reported lines. The filing also discloses indirect holdings of 5,396.8796 and 3,494.7296 shares held by managed accounts. The form is signed and dated 08/25/2025.

Insights

Securities Compliance Analyst

TL;DR: Officer reported RSU vesting with shares withheld for taxes; no open-market sale appears recorded.

The Form 4 documents tax withholding upon vesting of restricted stock units for an officer, reflected as dispositions coded "F" at $27.91 per share totaling 2,018 shares withheld. This is a routine compensation tax withholding event rather than an affirmative open-market sale by the insider. Reported direct and indirect holdings are granular and identify managed-account ownership, which helps clarify potential voting and economic interest. The filing appears complete for the transactions it reports.

Corporate Governance Specialist

TL;DR: Disclosure clarifies insider ownership changes from RSU vesting; no new compensation terms or unusual trading patterns shown.

The statement specifies that restricted stock units vested on August 22, 2025, and the issuer withheld shares to satisfy tax obligations, a common practice. The presence of both direct and indirect holdings by managed accounts is noted, which is useful for assessing overall insider alignment with shareholders. The filing does not show additional derivative transactions or market sales beyond the tax-withholding dispositions.

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
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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^*

JONES JERRY C

(Last) (First) (Middle)

LIVERAMP HOLDINGS, INC.

225 BUSH STREET, 17TH FLOOR

(Street)

SAN FRANCISCO CA 94104

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/22/2025

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

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

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

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	08/22/2025		F		1,284(1)	D	$27.91	225,922	D
COMMON STOCK, $.10 PAR VALUE	08/22/2025		F		734(1)	D	$27.91	225,188	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 shares were withheld by the Issuer to satisfy the reporting person's tax obligations that arose on August 22, 2025, when restricted stock units belonging to the reporting person vested.

	/s/ JERRY C. JONES	08/25/2025
	** 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.

FAQ

What transactions did LiveRamp (RAMP) insider Jerry C. Jones report on the Form 4?

The filing reports RSU vesting on 08/22/2025 with 1,284 and 734 shares withheld to satisfy tax obligations, priced at $27.91 per share.

Why were shares disposed of according to the Form 4 for RAMP?

The form explains the shares were withheld by the issuer to satisfy tax obligations that arose when the reporting person's restricted stock units vested.

How many shares does Jerry C. Jones beneficially own after the reported transactions?

The form shows direct beneficial ownership reported as 225,922 and 225,188 shares on the two reported lines, plus indirect holdings of 5,396.8796 and 3,494.7296 shares held by managed accounts.

Does the Form 4 show any open-market sales by the insider?

No. The dispositions are coded as tax-withholding for vested RSUs (code F); the filing does not record an open-market sale transaction.

When was the Form 4 signed by the reporting person?

The form is signed and dated 08/25/2025.