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

Rhea-AI Filing Summary

LiveRamp Holdings, Inc. (RAMP) director Timothy R. Cadogan was issued 1,529 shares of common stock on 08/13/2025 as part of his director compensation. Following the grant, Cadogan beneficially owns 56,999 shares. The shares were issued at no cash price noted on the form and recorded on a Form 4 filed 08/14/2025 by an attorney-in-fact. The filing identifies Cadogan as a director and shows this transaction was an acquisition for compensation purposes. No derivative transactions, dispositions, or additional financial terms appear in the submitted Form 4.

Positive

• Equity alignment: Director received 1,529 shares as compensation, increasing personal stake to 56,999 shares.
• Clear compliance: Transaction reported on Form 4 with required details and signature, meeting Section 16 disclosure requirements.

Negative

• Limited materiality: The grant size is modest and unlikely to be material to company valuation.
• No pricing detail: The form lists the shares as issued for compensation with $0 price shown, providing no cash-value context in this filing.

Insights

Corporate Governance Expert

TL;DR: Director received a routine equity grant of 1,529 shares as compensation, modest in size relative to typical executive holdings.

This Form 4 reports a standard director equity award rather than a market purchase or sale. The grant increases the director's alignment with shareholders by adding stock-based compensation, and the filing discloses post-transaction beneficial ownership of 56,999 shares. The disclosure is consistent with Section 16 reporting requirements and contains no unusual terms, derivatives, or immediate dispositions.

Securities Compliance Analyst

TL;DR: Filing is procedural and compliant: an award recorded and reported by Form 4 with signature by attorney-in-fact.

The Form 4 shows an acquisition coded as compensation and includes the required reporting fields: issuer, reporting person, transaction date, amount acquired, and resulting beneficial ownership. There are no exercise prices, expiration dates, or derivative instruments disclosed. The signature block indicates filing by attorney-in-fact, which is an acceptable execution method under reporting rules.

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^*

CADOGAN TIMOTHY R.

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

3. Date of Earliest Transaction (Month/Day/Year)
08/13/2025

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	08/13/2025		A		1,529(1)	A	$0	56,999	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 issued to the reporting person as part of his compensation for service as a director of the registrant.

	/s/ BY: JERRY C. JONES, ATTORNEY-IN-FACT FOR: TIMOTHY R. CADOGAN	08/14/2025
	** 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 transaction did Timothy R. Cadogan report on Form 4 for RAMP?

He reported an acquisition of 1,529 shares of LiveRamp common stock on 08/13/2025 issued as director compensation.

How many RAMP shares does Timothy R. Cadogan beneficially own after the transaction?

The Form 4 reports Cadogan beneficially owns 56,999 shares following the transaction.

Was the Form 4 transaction a purchase or a compensation award?

The filing indicates the shares were issued as part of his compensation for service as a director.

Are there any derivative securities or option exercises reported by Cadogan?

No. Table II shows no derivative securities, exercises, or expirations reported in this Form 4.

Who signed the Form 4 filing for Cadogan?

The Form 4 was signed by Jerry C. Jones, attorney-in-fact for Timothy R. Cadogan on 08/14/2025.