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

Rhea-AI Filing Summary

LiveRamp Holdings, Inc. (RAMP) reported an insider transaction by its Chief Executive Officer and director, Scott E. Howe. On November 22, 2025, restricted stock units vested for Howe, creating a tax liability. To cover these taxes, the company withheld 4,958 shares and 3,905 shares of common stock at a price of $28.78 per share, as shown by transaction code “F” for tax withholding.

These transactions did not represent an open-market sale by Howe. Following the withholding, he continues to own a substantial direct position in LiveRamp common stock, as well as additional shares held indirectly through a managed account.

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

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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^*

Howe Scott E

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	CHIEF EXECUTIVE OFFICER

3. Date of Earliest Transaction (Month/Day/Year)
11/22/2025

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	11/22/2025		F		4,958(1)	D	$28.78	1,117,005	D
COMMON STOCK, $.10 PAR VALUE	11/22/2025		F		3,905(1)	D	$28.78	1,113,100	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 shares were withheld by the Issuer to satisfy the reporting person's tax obligations that arose on November 22, 2025, when restricted stock units belonging to the reporting person vested.

	/s/ BY: JERRY C. JONES, ATTORNEY-IN-FACT FOR: SCOTT E. HOWE	11/24/2025
	** 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).
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FAQ

What insider transaction did LiveRamp (RAMP) report on this Form 4?

The filing reports that CEO and director Scott E. Howe had shares of LiveRamp common stock withheld by the company to satisfy tax obligations arising from the vesting of restricted stock units on November 22, 2025.

How many LiveRamp (RAMP) shares were withheld for taxes from the CEO?

LiveRamp withheld 4,958 shares and 3,905 shares of common stock from Scott E. Howe at a price of $28.78 per share to cover his tax obligations from RSU vesting.

Does this LiveRamp (RAMP) Form 4 show an open-market sale by the CEO?

No. The Form 4 shows shares withheld with transaction code “F”, which indicates shares were retained by the issuer to pay taxes on vested restricted stock units, not sold in the open market.

What is Scott E. Howe’s role at LiveRamp (RAMP)?

Scott E. Howe is reported as both a Director and the Chief Executive Officer of LiveRamp Holdings, Inc.

Does the LiveRamp (RAMP) CEO still own shares after this tax withholding?

Yes. After the tax-withholding transactions, Scott E. Howe continues to hold a significant direct ownership stake in LiveRamp common stock and also has an indirect holding through a managed account.

What type of security is involved in this LiveRamp (RAMP) Form 4?

The transactions involve LiveRamp common stock with a par value of $0.10 per share, related to the vesting of restricted stock units.