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LiveRamp (NYSE: RAMP) CRO sees 3,417 shares withheld for taxes

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

LiveRamp Holdings, Inc. (RAMP) reported that Chief Revenue Officer Vihan Sharma had shares of common stock withheld on August 22, 2026 to cover tax obligations from vesting restricted stock units. Two tax-withholding dispositions occurred under code F, covering 1,602 and 1,815 shares at $37.58 per share. These were issuer-withheld shares for taxes rather than open-market sales, and the filing indicates the transactions were not made under a Rule 10b5-1 trading plan.

Positive

  • None.

Negative

  • None.
Insider Sharma Vihan
Role CHIEF REVENUE OFFICER
Type Security Shares Price Value
Tax Withholding COMMON STOCK, $.10 PAR VALUE F1 1,602 $37.58 $60K
Tax Withholding COMMON STOCK, $.10 PAR VALUE F1 1,815 $37.58 $68K
Holdings After Transaction: COMMON STOCK, $.10 PAR VALUE — 193,001 shares (Direct)
Footnotes (1)
  1. F1. These shares were withheld by the Issuer to satisfy the reporting person's tax obligations that arose on August 22, 2026, when restricted stock units belonging to the reporting person vested.
Shares withheld for taxes (transaction 1) 1,602 shares COMMON STOCK withheld on August 22, 2026 at $37.58 per share (code F)
Shares withheld for taxes (transaction 2) 1,815 shares COMMON STOCK withheld on August 22, 2026 at $37.58 per share (code F)
Total shares withheld for tax obligations 3,417 shares Exercise-price-or-tax-liability shares across two code F transactions
Per-share value for tax withholding $37.58 per share Valuation used for both August 22, 2026 code F transactions
restricted stock units financial
"when restricted stock units belonging to the reporting person vested"
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.
withheld by the Issuer financial
"These shares were withheld by the Issuer to satisfy the reporting person's tax"
tax obligations financial
"to satisfy the reporting person's tax obligations that arose on August 22, 2026"

FAQ

What insider transaction did LiveRamp (RAMP) disclose for Vihan Sharma on August 22, 2026?
LiveRamp reported that Chief Revenue Officer Vihan Sharma had common shares withheld by the company on August 22, 2026 to satisfy tax obligations arising from vesting restricted stock units, recorded as code F tax-withholding dispositions rather than open-market sales.

How many LiveRamp (RAMP) shares were withheld for Vihan Sharma’s taxes?
A total of 3,417 shares of LiveRamp common stock were withheld for tax obligations, consisting of two transactions of 1,602 and 1,815 shares, all tied to the vesting of restricted stock units on August 22, 2026.

At what price were Vihan Sharma’s LiveRamp (RAMP) shares valued for the tax withholding?
The withheld LiveRamp common shares tied to Vihan Sharma’s tax obligations were valued at $37.58 per share in both reported transactions on August 22, 2026, according to the Form 4 disclosure.

Were Vihan Sharma’s LiveRamp (RAMP) Form 4 transactions executed under a Rule 10b5-1 plan?
No. The filing’s Rule 10b5-1 checkbox is explicitly unchecked, indicating the August 22, 2026 tax-withholding transactions were not reported as being made under a Rule 10b5-1 trading plan.

Did Vihan Sharma sell LiveRamp (RAMP) shares on the open market in this Form 4?
No open-market sales were reported. The Form 4 shows code F transactions where shares were withheld by the issuer solely to satisfy Vihan Sharma’s tax obligations from vesting restricted stock units.

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SEC Form 4
FORM 4UNITED 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*
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)
Director10% Owner
XOfficer (give title below)Other (specify below)
CHIEF REVENUE OFFICER
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/22/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
COMMON STOCK, $.10 PAR VALUE08/22/2026F1,602(1)D$37.58194,816D
COMMON STOCK, $.10 PAR VALUE08/22/2026F1,815(1)D$37.58193,001D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount 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, 2026, when restricted stock units belonging to the reporting person vested.
/s/ BY: JERRY C. JONES, ATTORNEY-IN-FACT FOR: VIHAN SHARMA08/24/2026
** Signature of Reporting PersonDate
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)

Source: View Original Filing on SEC EDGAR