RAMP / LiveRamp Holdings, Inc. - SEC-Einreichungen, Geschäftsbericht, Stimmrechtsmitteilung

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 17, 2026 LIVERAMP HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 17, 2026 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 17, 2026 LIVERAMP HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 17, 2026 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commission

AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN LIVERAMP HOLDINGS, INC.

EXHIBIT 10.1 AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN OF LIVERAMP HOLDINGS, INC. 1. Establishment and Purpose. This Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc. (the “Plan”) was originally established under the name of the 2000 Associate Stock Option Plan of Acxiom Corporation, the predecessor of LiveRamp Holdings, Inc. (“Company”). The Plan has been amen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 10, 2026 LIVERAMP HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 10, 2026 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 10, 2026 LIVERAMP HOLDINGS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of Report (Date of earliest event reported): August 10, 2026 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commission

LIVERAMP ANNOUNCES RESULTS FOR FIRST QUARTER FISCAL 2027 Revenue increased 10% year-over-year GAAP operating income more than doubled year-over-year and non-GAAP increased 41% Publicis Groupe transaction still expected to close before the end of CY26

LIVERAMP ANNOUNCES RESULTS FOR FIRST QUARTER FISCAL 2027 Revenue increased 10% year-over-year GAAP operating income more than doubled year-over-year and non-GAAP increased 41% Publicis Groupe transaction still expected to close before the end of CY26 SAN FRANCISCO, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2026 LiveRamp Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 5, 2026 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commission

LIVERAMP HOLDINGS, INC. AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN NOTICE OF PERFORMANCE UNIT AWARD AND PERFORMANCE UNIT AGREEMENT

EXHIBIT 10.2 LIVERAMP HOLDINGS, INC. AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN NOTICE OF PERFORMANCE UNIT AWARD AND PERFORMANCE UNIT AGREEMENT %%FIRSTNAMEMIDDLENAMELASTNAME%-% %%ADDRESSLINE1%-% %%ADDRESSLINE2%-% %%CITYSTATEZIPCODE%-% %%COUNTRY%-% AWARD NUMBER: %%OPTIONNUMBER%-% PLAN: %%EQUITYPLAN%-% AWARD DATE: %%OPTIONDATE,'MONTH DD, YYYY'%-% NUMBER OF PERFORMANCE UNITS: %%TOTALSHARESGRA

LIVERAMP HOLDINGS, INC. AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN NOTICE OF PERFORMANCE UNIT AWARD AND PERFORMANCE UNIT AGREEMENT (CALIFORNIA EMPLOYEES)

EXHIBIT 10.1 LIVERAMP HOLDINGS, INC. AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN NOTICE OF PERFORMANCE UNIT AWARD AND PERFORMANCE UNIT AGREEMENT (CALIFORNIA EMPLOYEES) %%FIRSTNAMEMIDDLENAMELASTNAME%-% %%ADDRESSLINE1%-% %%ADDRESSLINE2%-% %%CITYSTATEZIPCODE%-% %%COUNTRY%-% AWARD NUMBER: %%OPTIONNUMBER%-% PLAN: %%EQUITYPLAN%-% AWARD DATE: %%OPTIONDATE,'MONTH DD, YYYY'%-% NUMBER OF PERFORMANCE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2026 OR ☐ TRANSITION REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number: 001-38669 LiveRa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2026 LIVERAMP HOLDINGS,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): July 17, 2026 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commission F

ARS

2026 Annual Report UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☒ Defi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x Annual Report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2025. OR o Transition Report pu

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

Table 1: Transaction Valuation

Calculation of Filing Fee Tables Table 1: Transaction Valuation Proposed Maximum Aggregate Value of Transaction Fee Rate Amount of Filing Fee Fees to be Paid 1 $ 2,551,839,708.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ Defi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2026 OR ☐ TRANSITION REPORT PURSUA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2026 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number 001-38669 LiveRamp Holdi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

SUBSIDIARIES OF LIVERAMP HOLDINGS, INC.

EXHIBIT 21 SUBSIDIARIES OF LIVERAMP HOLDINGS, INC. U.S. SUBSIDIARIES Subsidiary Organized or Incorporated Percent of Equity Securities Owned Doing Business As LiveRamp, Inc. Delaware 100 % LiveRamp, Inc. Data Plus Math Corporation Delaware 100 % Data Plus Math DataFleets, Ltd. Delaware 100 % DataFleets Diablo.ai, Inc. Delaware 100 % Diablo.ai Habu, Inc. Delaware 100 % Habu INTERNATIONAL SUBSIDIARI

POWER OF ATTORNEY

EXHIBIT 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That the undersigned, a director or officer, or both, of LiveRamp Holdings, Inc.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

AGREEMENT AND PLAN OF MERGER by and among MMS USA HOLDINGS, INC., COVEY MERGER SUB, INC., LIVERAMP HOLDINGS, INC., and solely for the purposes of Section 10.14, PUBLICIS GROUPE S.A. dated as of May 16, 2026 TABLE OF CONTENTS

Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among MMS USA HOLDINGS, INC., COVEY MERGER SUB, INC., LIVERAMP HOLDINGS, INC., and solely for the purposes of Section 10.14, PUBLICIS GROUPE S.A. dated as of May 16, 2026 TABLE OF CONTENTS Page Article I CERTAIN DEFINITIONS 2 Section 1.1. Definitions 2 Section 1.2. Terms Defined Elsewhere 12 Article II THE MERGER 15 Section 2.1. The

Publicis to acquire LiveRamp  to accelerate data co-creation for smarter agents The Groupe will expand its addressable market and raise its 2027-2028 financial objectives

Exhibit 99.2 Publicis to acquire LiveRamp  to accelerate data co-creation for smarter agents The Groupe will expand its addressable market and raise its 2027-2028 financial objectives Publicis Groupe has entered into an agreement to acquire LiveRamp, a global data collaboration platform. Click here to see the announcement by Arthur Sadoun, Publicis Groupe Chairman & CEO Publicis Groupe, and Carla

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2026 LIVERAMP HOLDINGS, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2026 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commission Fi

AGREEMENT AND PLAN OF MERGER by and among MMS USA HOLDINGS, INC., COVEY MERGER SUB, INC., LIVERAMP HOLDINGS, INC., and solely for the purposes of Section 10.14, PUBLICIS GROUPE S.A. dated as of May 16, 2026 TABLE OF CONTENTS

Exhibit 2.1 EXECUTION VERSION AGREEMENT AND PLAN OF MERGER by and among MMS USA HOLDINGS, INC., COVEY MERGER SUB, INC., LIVERAMP HOLDINGS, INC., and solely for the purposes of Section 10.14, PUBLICIS GROUPE S.A. dated as of May 16, 2026 TABLE OF CONTENTS Page Article I CERTAIN DEFINITIONS 2 Section 1.1. Definitions 2 Section 1.2. Terms Defined Elsewhere 12 Article II THE MERGER 15 Section 2.1. The

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2026 LIVERAMP HOLDINGS, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 15, 2026 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commission Fi

LIVERAMP ANNOUNCES FOURTH QUARTER AND FISCAL YEAR 2026 RESULTS Q4 Revenue up 9% year-over-year Q4 Annual Recurring Revenue up 8% year-over-year Q4 Subscription Net Retention improved to 107% FY26 record annual Operating Cash Flow of $168 million and

Exhibit 99.1 LIVERAMP ANNOUNCES FOURTH QUARTER AND FISCAL YEAR 2026 RESULTS Q4 Revenue up 9% year-over-year Q4 Annual Recurring Revenue up 8% year-over-year Q4 Subscription Net Retention improved to 107% FY26 record annual Operating Cash Flow of $168 million and Share Repurchases of $194 million LiveRamp Enters into Definitive Agreement to be Acquired by Publicis Groupe in All-Cash Transaction wit

LIVERAMP ANNOUNCES FOURTH QUARTER AND FISCAL YEAR 2026 RESULTS Q4 Revenue up 9% year-over-year Q4 Annual Recurring Revenue up 8% year-over-year Q4 Subscription Net Retention improved to 107% FY26 record annual Operating Cash Flow of $168 million and

Exhibit 99.1 LIVERAMP ANNOUNCES FOURTH QUARTER AND FISCAL YEAR 2026 RESULTS Q4 Revenue up 9% year-over-year Q4 Annual Recurring Revenue up 8% year-over-year Q4 Subscription Net Retention improved to 107% FY26 record annual Operating Cash Flow of $168 million and Share Repurchases of $194 million LiveRamp Enters into Definitive Agreement to be Acquired by Publicis Groupe in All-Cash Transaction wit

THIRD AMENDED AND RESTATED LIVERAMP HOLDINGS, INC. ARTICLE I. OFFICES

Exhibit 3.1 Effective as of May 15, 2026 THIRD AMENDED AND RESTATED BYLAWS OF LIVERAMP HOLDINGS, INC. ARTICLE I. OFFICES The registered office of LIVERAMP HOLDINGS, INC. (referred to herein as the “Corporation”) shall be located in the City of Wilmington, County of New Castle, State of Delaware. The principal office of the Corporation shall be located in the City of San Francisco, County of San Fr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

Publicis to acquire LiveRamp  to accelerate data co-creation for smarter agents The Groupe will expand its addressable market and raise its 2027-2028 financial objectives

Exhibit 99.2 Publicis to acquire LiveRamp  to accelerate data co-creation for smarter agents The Groupe will expand its addressable market and raise its 2027-2028 financial objectives Publicis Groupe has entered into an agreement to acquire LiveRamp, a global data collaboration platform. Click here to see the announcement by Arthur Sadoun, Publicis Groupe Chairman & CEO Publicis Groupe, and Carla

THIRD AMENDED AND RESTATED LIVERAMP HOLDINGS, INC. ARTICLE I. OFFICES

Exhibit 3.1 Effective as of May 15, 2026 THIRD AMENDED AND RESTATED BYLAWS OF LIVERAMP HOLDINGS, INC. ARTICLE I. OFFICES The registered office of LIVERAMP HOLDINGS, INC. (referred to herein as the “Corporation”) shall be located in the City of Wilmington, County of New Castle, State of Delaware. The principal office of the Corporation shall be located in the City of San Francisco, County of San Fr

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2026 (February 11, 2026) LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 18, 2026 LIVERAMP HOLDINGS,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 18, 2026 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2026 (February 11, 2

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 18, 2026 (February 11, 2026) LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of inco

LiveRamp Extends and Adds $200 million to its Share Repurchase Authorization

EXHIBIT 99.1 LiveRamp Extends and Adds $200 million to its Share Repurchase Authorization SAN FRANCISCO, Calif., February 12, 2026—LiveRamp® (NYSE: RAMP), the leading data collaboration platform, today announced that its Board of Directors increased the Company’s share repurchase authorization by $200 million to $1.5 billion and extended the expiration by one year to December 31, 2027. With this p

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2026 LiveRamp Holdin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 12, 2026 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commissi

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2025 OR ☐ TRANSITION RE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number: 001-38669 Li

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 5, 2026 LiveRamp Holding

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 5, 2026 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commissio

LIVERAMP ANNOUNCES RESULTS FOR THIRD QUARTER FY26 Revenue up 9% year-over-year Record Quarterly Operating Margin and Operating Cash Flow Share Repurchases totaled $119 million fiscal YTD

LIVERAMP ANNOUNCES RESULTS FOR THIRD QUARTER FY26 Revenue up 9% year-over-year Record Quarterly Operating Margin and Operating Cash Flow Share Repurchases totaled $119 million fiscal YTD SAN FRANCISCO, Calif.

SEPARATION AGREEMENT AND GENERAL RELEASE

EXHIBIT 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE This Separation Agreement and General Release (“Agreement”) is entered into on December 15, 2025, between LiveRamp Inc., its successors and current and former subsidiaries, affiliates, officers, directors, employees, representatives, insurers, agents and assigns (“LiveRamp”), and Mohsin Hussain (“Employee”). 1. Employee’s employment with LiveRa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2025 (December 9, 20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 12, 2025 (December 9, 2025) LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number: 001-38669 L

LIVERAMP ANNOUNCES RESULTS FOR SECOND QUARTER FY26 Revenue up 8% year-over-year ARR increased by $14 million quarter-over-quarter to $516 million Share Repurchases totaled $80 million fiscal YTD

LIVERAMP ANNOUNCES RESULTS FOR SECOND QUARTER FY26 Revenue up 8% year-over-year ARR increased by $14 million quarter-over-quarter to $516 million Share Repurchases totaled $80 million fiscal YTD SAN FRANCISCO, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2025 LiveRamp Holding

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 5, 2025 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commissio

144

144 0001857556 XXXXXXXX LIVE 0000733269 LIVERAMP HOLDINGS, INC. 001-38669 225 Bush Street Seventeenth Floor San Francisco CA 94104 (888) 987-6764 OMAR TAWAKOL Director Common Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004 4000 107600.00 65605418 10/01/2025 NYSE Common 08/11/2021 Restricted Stock Issuer N 842 08/11/2021 Not Applicable Commo

144

144 0001857556 XXXXXXXX LIVE 0000733269 LIVERAMP HOLDINGS, INC. 001-38669 225 Bush Street Seventeenth Floor San Francisco CA 94104 (888) 987-6764 OMAR TAWAKOL Director Common Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004 14279 401953.85 65605418 09/30/2025 NYSE Common 02/16/2022 Restricted Stock Issuer N 14279 02/16/2022 Not Applicable Y

144

144 0001878536 XXXXXXXX LIVE 0000733269 LIVERAMP HOLDINGS, INC. 001-38669 225 Bush Street Seventeenth Floor San Francisco CA 94104 (888) 987-6764 MOHSIN HUSSAIN Officer Common Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004 12734 355724.29 65605418 09/08/2025 NYSE Common 08/22/2025 Restricted Stock Issuer N 3364 08/22/2025 Not Applicable Co

POWER OF ATTORNEY

Exhibit 24.1 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That the undersigned, a director or officer, or both, of LiveRamp Holdings, Inc. (the “Company”), acting pursuant to authorization of the Board of Directors of the Company, hereby appoints Jerry C. Jones and Arthur G. Kellam, or any one of them, attorneys-in-fact and agents for me and in my name and on my behalf, individually and as a

Table 1: Newly Registered Securities

Calculation of Filing Fee Tables S-8 LiveRamp Holdings, Inc. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common Stock, $.10 Par Value Other 2,500,000 $ 25.60 $ 64,000,000.00 0.0001531 $ 9,798.40 Total Offering Amou

As filed with the Securities and Exchange Commission on August 18, 2025 Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LIVERAMP HOLDINGS,

As filed with the Securities and Exchange Commission on August 18, 2025 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2025 LIVERAMP HOLDINGS,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 12, 2025 LIVERAMP HOLDINGS, INC.

AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN LIVERAMP HOLDINGS, INC.

EXHIBIT 10.1 AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN OF LIVERAMP HOLDINGS, INC. 1. Establishment and Purpose. This Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc. (the “Plan”) was originally established under the name of the 2000 Associate Stock Option Plan of Acxiom Corporation, the predecessor of LiveRamp Holdings, Inc. (“Company”). The Plan has been amen

LIVERAMP ANNOUNCES RESULTS FOR FIRST QUARTER FY26 Revenue up 11% year-over-year Record-High Operating Margin for Q1 Share Repurchases totaled $30 million

LIVERAMP ANNOUNCES RESULTS FOR FIRST QUARTER FY26 Revenue up 11% year-over-year Record-High Operating Margin for Q1 Share Repurchases totaled $30 million SAN FRANCISCO, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number: 001-38669 LiveRa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 LiveRamp Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 6, 2025 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commission

ARS

2025 Annual Report LiveRamp Shareholders – Fiscal 2025 was a year of significant progress, with double-digit growth in revenue and operating cash flow, while continuing to invest in critical growth initiatives.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.        )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.        ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x Annual Report pur

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x Annual Report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2024. OR ¨ Transition Report pursuant to Section

LIVERAMP ANNOUNCES FOURTH QUARTER AND FISCAL YEAR 2025 RESULTS Q4 Revenue up 10% year-over-year FY25 Operating Cash Flow increases 46% year-over-year FY25 Share Repurchases totaled $101 million

LIVERAMP ANNOUNCES FOURTH QUARTER AND FISCAL YEAR 2025 RESULTS Q4 Revenue up 10% year-over-year FY25 Operating Cash Flow increases 46% year-over-year FY25 Share Repurchases totaled $101 million SAN FRANCISCO, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2025

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A (Amendment No. 1) CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2025 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorpora

Powers of Attorney

EXHIBIT 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That the undersigned, a director or officer, or both, of LiveRamp Holdings, Inc.

Separation Agreement and General Release between the Company and Kimberly Bloomston dated as of March 27, 2025

EXHIBIT 10.23 SEPARATION AGREEMENT AND GENERAL RELEASE This Separation Agreement and General Release (“Agreement”) is entered into on March 27, 2025, between LiveRamp Inc., its successors and current and former subsidiaries, affiliates, officers, directors, employees, representatives, insurers, agents and assigns (“LiveRamp”), and Kimberly Bloomston (“Employee”). 1.Employee’s employment with LiveR

Description of Share Capital

EXHIBIT 4.1 DESCRIPTION OF SHARE CAPITAL The following information describes our common stock and preferred stock, as well as certain provisions of our amended and restated certificate of incorporation (the “Charter”) and amended and restated bylaws (the “Bylaws”). This description is only a summary. You should also refer to our Charter and Bylaws, which have been filed with the U. S. Securities a

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 21, 2025 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commission Fi

LIVERAMP ANNOUNCES FOURTH QUARTER AND FISCAL YEAR 2025 RESULTS Q4 Revenue up 10% year-over-year FY25 Operating Cash Flow increases 46% year-over-year FY25 Share Repurchases totaled $101 million

LIVERAMP ANNOUNCES FOURTH QUARTER AND FISCAL YEAR 2025 RESULTS Q4 Revenue up 10% year-over-year FY25 Operating Cash Flow increases 46% year-over-year FY25 Share Repurchases totaled $101 million SAN FRANCISCO, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2025 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number 001-38669 LiveRamp Holdi

Subsidiaries of LiveRamp Holdings, Inc.

EXHIBIT 21 SUBSIDIARIES OF LIVERAMP HOLDINGS, INC. U.S. SUBSIDIARIES Subsidiary Organized or Incorporated Percent of Equity Securities Owned Doing Business As LiveRamp, Inc. Delaware 100 % LiveRamp, Inc. Data Plus Math Corporation Delaware 100 % Data Plus Math DataFleets, Ltd. Delaware 100 % DataFleets Diablo.ai, Inc. Delaware 100 % Diablo.ai Habu, Inc. Delaware 100 % Habu INTERNATIONAL SUBSIDIARI

P 1

LIVERAMP HOLDINGS, INC. AND SUBSIDIARIES RECONCILIATION OF GAAP TO NON-GAAP OPERATING INCOME GUIDANCE (1) (Unaudited) (Dollars in thousands) For the For the quarter ending year ending March 31, 2025 March 31, 2025 GAAP income (loss) from operations $ (13,000) $ 5,000 Excluded items: Purchased intangible asset amortization 3,000 14,000 Non-cash stock compensation 24,500 108,500 Restructuring costs

Regulation FD Disclosure, Financial Statements and Exhibits, Costs Associated with Exit or Disposal Activities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 6, 2025 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commission F

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): March 3, 2025 (March 1, 2025) LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporatio

EX-24

POWER OF ATTORNEY The undersigned, BlackRock, Inc., a corporation duly organized under the laws of the State of Delaware, United States (the "Company"), does hereby make, constitute and appoint each of Eric Andruczyk, Richard Cundiff, R. Andrew Dickson, III, Spencer Fleming, Laura Hildner, David Maryles, Christopher Meade, Charles Park, James Raby, Daniel Riemer, David Rothenberg and Brenda Schulz

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 5, 2025 LiveRamp Holding

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 5, 2025 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commissio

EX-99

EX-99 3 ITEM7.txt EXHIBIT 99: ITEM 7 Aperio Group, LLC BlackRock Advisors, LLC BlackRock (Netherlands) B.V. BlackRock Fund Advisors* BlackRock Institutional Trust Company, National Association BlackRock Asset Management Ireland Limited BlackRock Financial Management, Inc. BlackRock Japan Co., Ltd. BlackRock Asset Management Schweiz AG BlackRock Investment Management, LLC BlackRock Investment Manag

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2024 OR ☐ TRANSITION RE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number: 001-38669 Li

LIVERAMP ANNOUNCES RESULTS FOR THIRD QUARTER FY25 Revenue up 12% Year-Over-Year Fourth Consecutive Quarter of Double-Digit Revenue Growth Fiscal YTD Operating Cash Flow up 17% Year-Over-Year

LIVERAMP ANNOUNCES RESULTS FOR THIRD QUARTER FY25 Revenue up 12% Year-Over-Year Fourth Consecutive Quarter of Double-Digit Revenue Growth Fiscal YTD Operating Cash Flow up 17% Year-Over-Year SAN FRANCISCO, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2024 LiveRamp Holding

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 6, 2024 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commissio

LIVERAMP ANNOUNCES RESULTS FOR SECOND QUARTER FY25 Revenue up 16% year-over-year Third Consecutive Quarter of Double-Digit Revenue Growth $1M+ Customer Count a Record High of 125 Share Repurchases totaled $50 million in Q2 and $66 million Fiscal YTD

LIVERAMP ANNOUNCES RESULTS FOR SECOND QUARTER FY25 Revenue up 16% year-over-year Third Consecutive Quarter of Double-Digit Revenue Growth $1M+ Customer Count a Record High of 125 Share Repurchases totaled $50 million in Q2 and $66 million Fiscal YTD SAN FRANCISCO, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number: 001-38669 L

Calculation of Filing Fee Table

Calculation of Filing Fee Tables S-8 LiveRamp Holdings, Inc. Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee 1 Equity Common Stock, $.10 Par Value Other 2,500,000 $ 22.39 $ 55,975,000.00 0.0001476 $ 8,261.91 Total Offering Amou

Powers of Attorney

Exhibit 24.1 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That the undersigned, a director or officer, or both, of LiveRamp Holdings, Inc. (the “Company”), acting pursuant to authorization of the Board of Directors of the Company, hereby appoints Jerry C. Jones and Arthur G. Kellam, or any one of them, attorneys-in-fact and agents for me and in my name and on my behalf, individually and as a

As filed with the Securities and Exchange Commission on August 19, 2024

As filed with the Securities and Exchange Commission on August 19, 2024 Registration No.

Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc.

EXHIBIT 10.1 AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN OF LIVERAMP HOLDINGS, INC. 1. Establishment and Purpose. This Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc. (the “Plan”) was originally established under the name of the 2000 Associate Stock Option Plan of Acxiom Corporation, the predecessor of LiveRamp Holdings, Inc. (“Company”). The Plan has been amen

Amended and Restated Certificate of Incorporation, as filed on August 14, 2024

EXHIBIT 3.1 AMENDED AND RESTATED CERTIFICATE OF INCORPORATION OF LIVERAMP HOLDINGS, INC. FIRST: NAME. The name of the Corporation is: LIVERAMP HOLDINGS, INC. SECOND: REGISTERED AGENT AND OFFICE. The address of the Corporation’s registered office in the State of Delaware is Corporation Trust Center, 1209 Orange Street, Wilmington, Delaware 19801, in the County of New Castle. The name of the Corpora

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2024 LIVERAMP HOLDINGS,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 13, 2024 LIVERAMP HOLDINGS, INC.

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 14, 2024 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commission

LiveRamp Increases Share Repurchase Authorization and Extends Program to December 31, 2026

Exhibit 99.1 LiveRamp Increases Share Repurchase Authorization and Extends Program to December 31, 2026 SAN FRANCISCO, Calif., August 14, 2024 – LiveRamp® (NYSE: RAMP), the leading data collaboration platform, today announced that its Board of Directors increased the Company’s share repurchase authorization by $200 million to $1.3 billion and extended the expiration by two years to December 31, 20

LIVERAMP ANNOUNCES RESULTS FOR FIRST QUARTER FY25 Revenue up 14% year-over-year Second Consecutive Quarter of Double-Digit Revenue Growth Raises Fiscal 2025 Revenue and Operating Income Guidance

LIVERAMP ANNOUNCES RESULTS FOR FIRST QUARTER FY25 Revenue up 14% year-over-year Second Consecutive Quarter of Double-Digit Revenue Growth Raises Fiscal 2025 Revenue and Operating Income Guidance SAN FRANCISCO, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number: 001-38669 LiveRa

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2024 LiveRamp Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 7, 2024 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.        )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.        ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.     )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.     ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ☐ D

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.        )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.        ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by

ARS

2024 Annual Report LiveRamp Shareholders – Fiscal 2024 marked a return to double-digit revenue growth, a significant improvement in profitability and cash flow and continued investment to support future growth, not the least of which was the acquisition of Habu.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x Annual Report pur

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x Annual Report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2023. OR ¨ Transition Report pursuant to Section

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.        )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.        ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☒ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by

LIVERAMP ANNOUNCES FOURTH QUARTER AND FISCAL YEAR RESULTS Q4 Revenue up 16% year-over-year Q4 Subscription Revenue up 11% year-over-year FY24 Operating Margin of 2% and Non-GAAP Operating Margin of 16% FY24 Operating Cash Flow of $106 million versus

LIVERAMP ANNOUNCES FOURTH QUARTER AND FISCAL YEAR RESULTS Q4 Revenue up 16% year-over-year Q4 Subscription Revenue up 11% year-over-year FY24 Operating Margin of 2% and Non-GAAP Operating Margin of 16% FY24 Operating Cash Flow of $106 million versus $34 million a year ago SAN FRANCISCO, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2024 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number 001-38669 LiveRamp Holdi

LiveRamp Insider Stock Trading Policy

EXHIBIT 19 As of May 15, 2024 LiveRamp Insider Stock Trading Policy Federal and state securities laws prohibit any person who is aware of material nonpublic information about a company from trading in securities of that company.

Powers of Attorney

EXHIBIT 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That the undersigned, a director or officer, or both, of LiveRamp Holdings, Inc.

Subsidiaries of LiveRamp Holdings, Inc.

EXHIBIT 21 SUBSIDIARIES OF LIVERAMP HOLDINGS, INC. U.S. SUBSIDIARIES Subsidiary Organized or Incorporated Percent of Equity Securities Owned Doing Business As LiveRamp, Inc. Delaware 100 % LiveRamp, Inc. Data Plus Math Corporation Delaware 100 % Data Plus Math DataFleets, Ltd. Delaware 100 % DataFleets Diablo.ai, Inc. Delaware 100 % Diablo.ai Habu, Inc Delaware 100 % Habu INTERNATIONAL SUBSIDIARIE

Second Amended and Restated Bylaws

EXHIBIT 3.2 Effective as of May 21, 2024 SECOND AMENDED AND RESTATED BYLAWS OF LIVERAMP HOLDINGS, INC. ARTICLE I. OFFICES The registered office of LIVERAMP HOLDINGS, INC. (referred to herein as the “Corporation”) shall be located in the City of Wilmington, County of New Castle, State of Delaware. The principal office of the Corporation shall be located in the City of San Francisco, County of San F

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2024 LiveRamp Holdings, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 22, 2024 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commission Fi

LiveRamp Holdings, Inc. Clawback Policy

Exhibit 97 LiveRamp Holdings, Inc. Clawback Policy (Effective October 2, 2023) 1.Purpose. This Policy sets forth the terms on which the Company may recover erroneously awarded compensation received by an executive officer. This Policy is intended to comply with Section 10D of the Exchange Act, Rule 10D-1 promulgated thereunder and New York Stock Exchange Listed Company Manual Section 303A.14. 2.Ad

As filed with the Securities and Exchange Commission on March 12, 2024

As filed with the Securities and Exchange Commission on March 12, 2024 Registration No.

As filed with the Securities and Exchange Commission on March 1, 2024

As filed with the Securities and Exchange Commission on March 1, 2024 Registration No.

, 2024, as Exhibit 4.3 to LiveRamp Holdings, Inc.’s Registration Statement on Form S-8, Registration No. 333-277604, and incorporated herein by reference)

Exhibit 4.3 Habu, Inc. 2018 Stock Plan Adopted on December 6, 2018 TABLE OF CONTENTS Page SECTION 1. ESTABLISHMENT AND PURPOSE 1 SECTION 2. ADMINISTRATION 1 (a) Committees of the Board of Directors 1 (b) Authority of the Board of Directors 1 SECTION 3. ELIGIBILITY 1 (a) General Rule 1 (b) TenPercent Stockholders 2 SECTION 4. STOCK SUBJECT TO PLAN 2 (a) Basic Limitation 2 (b) Additional Shares 2 SE

Calculation of Filing Fee Table.

Exhibit 107 Calculation of Filing Fee Tables Form S-8 (Form Type) LiveRamp Holdings, Inc.

RAMP / LiveRamp Holdings, Inc. / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01360-liverampholdingsinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 14)* Name of issuer: LiveRamp Holdings Inc Title of Class of Securities: Common Stock CUSIP Number: 53815P108 Date of Event Which Requires Filing of this Statement: December 29, 2023 Check the appropriate box to d

LIVERAMP ANNOUNCES THIRD QUARTER RESULTS Revenue up 10% year-over-year GAAP Operating Margin of 9% and Non-GAAP Operating Margin of 21% Operating Cash Flow Fiscal YTD of $78 million versus $4 million a year-ago Closed Habu Acquisition on January 31 t

LIVERAMP ANNOUNCES THIRD QUARTER RESULTS Revenue up 10% year-over-year GAAP Operating Margin of 9% and Non-GAAP Operating Margin of 21% Operating Cash Flow Fiscal YTD of $78 million versus $4 million a year-ago Closed Habu Acquisition on January 31 to Accelerate the Company’s Data Collaboration Strategy SAN FRANCISCO, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 8, 2024 LiveRamp Holding

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 8, 2024 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2023 OR ☐ TRANSITION RE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number: 001-38669 Li

Amended and Restated 2010 Executive Officer Severance Policy effective November 14, 2023 (previously filed on February 8, 2024 as Exhibit 10.1 to LiveRamp Holdings, Inc.'s Quarterly Report on Form 10-Q for the fiscal quarter ended December 31, 2023, Commission File No. 001-38669, and incorporated herein by reference)

Exhibit 10.1 LIVERAMP HOLDINGS, INC. AMENDED AND RESTATED 2010 EXECUTIVE OFFICER SEVERANCE POLICY SECTION 1 PURPOSE The purpose of the Policy is to provide Severance Benefits for the Executive Officers of the Company. SECTION 2 DEFINITIONS As used herein, the following words and phrases shall have the following meanings: 2.1 “Actual Cash Bonus” shall mean a cash bonus payment based on the extent t

RAMP / LiveRamp Holdings, Inc. / BlackRock Inc. Passive Investment

SC 13G/A 1 us53815p1084012224.txt us53815p1084012224.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 7) LiveRamp Holdings Inc - (Name of Issuer) Common Stock - (Title of Class of Securities) 53815P108 - (CUSIP Number) December 31, 2023 - (Date of Event Which Requires Filing of this Statement) Check the appropriate

LiveRamp to Acquire Habu to Accelerate the Power of Data Collaboration

Exhibit 99.1 LiveRamp to Acquire Habu to Accelerate the Power of Data Collaboration ● Establishes industry-leading interoperable platform for data collaboration across all clouds and walled gardens globally ● Strategically expands collaboration network and drives further adoption of core identity and connectivity solutions ● Preliminary Q3 FY24 revenue and operating income above the Company’s prio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2024 LIVERAMP HOLDING

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 17, 2024 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2023 LIVERAMP HOLDIN

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 14, 2023 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commissi

LiveRamp Holdings, Inc. 38,643 Shares of Common Stock

 Filed pursuant to Rule 424(b)(7)  Registration No. 333-262790 PROSPECTUS SUPPLEMENT No. 3 (To Prospectus dated February 16, 2022) LiveRamp Holdings, Inc. 38,643 Shares of Common Stock This prospectus supplement updates and supplements the prospectus dated February 16, 2022, which is a part of the automatic shelf registration statement (Registration No. 333-262790) that LiveRamp Holdings, Inc. (“L

Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 9, 2023 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commissio

Calculation of Filing Fee Tables 424(b)(7) (Form Type) LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

EX-FILING FEES Calculation of Filing Fee Tables 424(b)(7) (Form Type) LiveRamp Holdings, Inc.

LIVERAMP ANNOUNCES SECOND QUARTER RESULTS Revenue up 9% year over year GAAP Operating Margin of 5% and Non-GAAP Operating Margin of 20% Operating Cash Flow of $36 million Raises Fiscal 2024 Guidance

LIVERAMP ANNOUNCES SECOND QUARTER RESULTS Revenue up 9% year over year GAAP Operating Margin of 5% and Non-GAAP Operating Margin of 20% Operating Cash Flow of $36 million Raises Fiscal 2024 Guidance SAN FRANCISCO, Calif.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2023 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number 001-38669 Li

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 15, 2023 LIVERAMP HOLDINGS, INC.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter)

Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 83-1269307 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 225 Bush Street, Seventeenth Floor San Fra

Powers of Attorney

Exhibit 24.1 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That the undersigned, a director or officer, or both, of LiveRamp Holdings, Inc. (the “Company”), acting pursuant to authorization of the Board of Directors of the Company, hereby appoints Jerry C. Jones and Arthur G. Kellam, or any one of them, attorneys-in-fact and agents for me and in my name and on my behalf, individually and as a

Calculation of Filing Fee Table

Exhibit 107.1 Calculation of Filing Fee Table Form S-8 (Form Type) LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $.10 Par Value

Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc.

EXHIBIT 10.1 AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN OF LIVERAMP HOLDINGS, INC. 1. Establishment and Purpose. This Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc. (the “Plan”) was originally established under the name of the 2000 Associate Stock Option Plan of Acxiom Corporation, the predecessor of LiveRamp Holdings, Inc. (“Company”). The Plan has been amen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K/A (Amendment No. 1) FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One)

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K/A (Amendment No. 1) FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x Annual Report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2022. OR ¨ Transition Report

LiveRamp Holdings, Inc. 44,796 Shares of Common Stock

 Filed Pursuant to Rule 424(b)(7)  Registration No. 333-258563 PROSPECTUS SUPPLEMENT No. 3 (To Prospectus dated August 6, 2021) LiveRamp Holdings, Inc. 44,796 Shares of Common Stock This prospectus supplement updates and supplements the prospectus dated August 6, 2021, which is a part of the automatic shelf registration statement (Registration No. 333-258563) that LiveRamp Holdings, Inc. (“LiveRam

Calculation of Filing Fee Tables 424(b)(7) (Form Type) LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

EX-FILING FEES Calculation of Filing Fee Tables 424(b)(7) (Form Type) LiveRamp Holdings, Inc.

Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 17, 2023 LIVERAMP HOLDINGS, INC.

LIVERAMP ANNOUNCES FIRST QUARTER RESULTS Revenue up 8% year over year GAAP Operating Margin of 1% and Non-GAAP Operating Margin of 14% Operating Cash Flow of $26 million $20 million in Share Repurchases

LIVERAMP ANNOUNCES FIRST QUARTER RESULTS Revenue up 8% year over year GAAP Operating Margin of 1% and Non-GAAP Operating Margin of 14% Operating Cash Flow of $26 million $20 million in Share Repurchases SAN FRANCISCO, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2023 LiveRamp Holdings,

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2023 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number 001-38669 LiveRam

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ¨ Check the appropriate box: ¨ Preliminary Proxy Statement ¨ Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ¨ Defin

ARS

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.        )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.        ) Filed by the Registrant ☒ Filed by a Party other than the Registrant ☐ Check the appropriate box: ☐ Preliminary Proxy Statement ☐ Confidential, for Use of the Commission Only (as permitted by

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x Annual Report pur

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x Annual Report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2022. OR ¨ Transition Report pursuant to Section

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2023 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number 001-38669 LiveRamp Holdi

Amended and Restated LiveRamp Holdings, Inc. Non-Qualified Supplemental Executive Retirement Plan effective August 9, 2022

Exhibit 10.3 LIVERAMP HOLDINGS, INC. NON-QUALIFIED SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN (Amended and Restated Effective August 9, 2022) LIVERAMP HOLDINGS, INC. NON-QUALIFIED SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN TABLE OF CONTENTS ARTICLE 1 PURPOSE, DEFINITIONS AND CONSTRUCTION 1 1.1 Purpose of the Plan 1 1.2 Definitions 1 1.3 Construction 3 ARTICLE 2 ELIGIBILITY 4 2.1 Eligibility Requirements 4

Amendment to the LiveRamp Holdings, Inc. Non-Qualified Supplemental Executive Retirement Plan effective January 1, 2023

Exhibit 10.4 AMENDMENT TO THE LIVERAMP HOLDINGS, INC. NON-QUALIFIED SUPPLEMENTAL EXECUTIVE RETIREMENT PLAN WHEREAS, LiveRamp Holdings, Inc. (the “Employer”) sponsors and maintains the LiveRamp Holdings, Inc. Non-Qualified Supplemental Executive Retirement Plan (the “Plan”), amended and restated effective August 9, 2022; WHEREAS, the Employer desires to revise the Plan to clarify the deferral elect

Subsidiaries of LiveRamp Holdings, Inc.

EXHIBIT 21 SUBSIDIARIES OF LIVERAMP HOLDINGS, INC. U.S. SUBSIDIARIES Subsidiary Organized or Incorporated Percent of Equity Securities Owned Doing Business As LiveRamp, Inc. Delaware 100 % LiveRamp, Inc. Data Plus Math Corporation Delaware 100 % Data Plus Math DataFleets, Ltd. Delaware 100 % DataFleets Diablo.ai, Inc. Delaware 100 % Diablo.ai INTERNATIONAL SUBSIDIARIES Subsidiary Organized or Inco

Powers of Attorney

EXHIBIT 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That the undersigned, a director or officer, or both, of LiveRamp Holdings, Inc.

LIVERAMP ANNOUNCES FOURTH QUARTER AND FISCAL YEAR RESULTS Q4 Revenue Up 5% and Full Year Revenue Up 13% Q4 GAAP Gross Margin of 71% and Non-GAAP Gross Margin of 75% Full Year Operating Cash Flow of $34 Million $150 Million in Shares Repurchased in Fu

LIVERAMP ANNOUNCES FOURTH QUARTER AND FISCAL YEAR RESULTS Q4 Revenue Up 5% and Full Year Revenue Up 13% Q4 GAAP Gross Margin of 71% and Non-GAAP Gross Margin of 75% Full Year Operating Cash Flow of $34 Million $150 Million in Shares Repurchased in Full Year SAN FRANCISCO, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 24, 2023 LiveRamp Holdings, I

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 24, 2023 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commission Fi

Form of Performance Unit Award Agreement under the Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc. (CA)

EXHIBIT 10.22 LIVERAMP HOLDINGS, INC. AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN NOTICE OF PERFORMANCE UNIT AWARD AND PERFORMANCE UNIT AGREEMENT (CALIFORNIA EMPLOYEES) FIRST NAME LAST NAME Award Number: OPTION NUMBER ADDRESS LINE Plan: EQUITY PLAN ADDRESS LINE CITY STATE ZIP CODE COUNTRY Award Date: DATE Number of Performance Units: GRANT AMOUNT Effective as of the award date set forth abo

Form of Performance Unit Award Agreement under the Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc.

EXHIBIT 10.23 LIVERAMP HOLDINGS, INC. AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN NOTICE OF PERFORMANCE UNIT AWARD AND PERFORMANCE UNIT AGREEMENT FIRST NAME LAST NAME Award Number: OPTION NUMBER ADDRESS LINE Plan: EQUITY PLAN ADDRESS LINE CITY STATE ZIP CODE COUNTRY Award Date: DATE Number of Performance Units: GRANT AMOUNT Effective as of the award date set forth above (“Award Date”), purs

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K/A Amendment No. 1 CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2023 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorp

LETTER

United States securities and exchange commission logo March 9, 2023 Warren C. Jenson President and Chief Financial Officer LiveRamp Holdings, Inc. 225 Bush Street, Seventeenth Floor San Francisco, CA 94104 Re: LiveRamp Holdings, Inc. Form 10-K for the Fiscal Year ended March 31, 2022 Filed May 24, 2022 File No. 001-38669 Dear Warren C. Jenson: We have completed our review of your filing. We remind

March 2, 2023

CORRESP 1 filename1.htm 225 Bush St. Floor 17, San Francisco, CA 94104 March 2, 2023 VIA EDGAR U.S. Securities and Exchange Commission Division of Corporation Finance, Office of Energy & Transportation 100 F Street, N.E. Washington, DC 20549 Attn: Yolanda Guobadia Gus Rodriquez Re: LiveRamp Holdings, Inc. Form 10-K for the Fiscal Year ended March 31, 2022 Filed May 24, 2022 File No. 001-38669 Ladi

Separation Agreement and General Release between the Company and Warren C. Jenson dated as of February 20, 2023 (previously filed on February 21, 2023 as Exhibit 10.1 to LiveRamp Holdings, Inc.'s Current Report on Form 8-K, Commission file No. 001-38669, and incorporated herein by reference)

Exhibit 10.1 SEPARATION AGREEMENT AND GENERAL RELEASE This Separation Agreement and General Release (“Agreement”) is entered into on February 20, 2023, between LiveRamp Holdings, Inc., its successors and current and former subsidiaries, affiliates, officers, directors, employees, representatives, insurers, agents and assigns (“LiveRamp”), and Warren C. Jenson (“Executive”). All terms used by not o

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2023 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commissi

Consulting Agreement between the Company and Warren C. Jenson dated as of February 20, 2023 (previously filed on February 21, 2023 as Exhibit 10.2 to LiveRamp Holdings, Inc.'s Current Report on Form 8-K, Commission file No. 001-38669, and incorporated herein by reference)

Exhibit 10.2 CONSULTING AGREEMENT This Consulting Agreement (this “Agreement”), dated as of February 20, 2023, is entered into by and between LiveRamp Holdings, Inc., a Delaware corporation (the “Company”) and Warren C. Jenson (“Consultant”). WHEREAS, as of the date of this Agreement, Consultant is currently an employee (“Executive”) of Company, whose employment shall terminate on April 14, 2023;

Calculation of Filing Fee Tables 424(b)(7) (Form Type) LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

EX-FILINGFEES Calculation of Filing Fee Tables 424(b)(7) (Form Type) LiveRamp Holdings, Inc.

Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 17, 2023 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commissi

LiveRamp Holdings, Inc. 90,141 Shares of Common Stock

 Filed pursuant to Rule 424(b)(7)  Registration No. 333-262790 PROSPECTUS SUPPLEMENT No. 2 (To Prospectus dated February 16, 2022) LiveRamp Holdings, Inc. 90,141 Shares of Common Stock This prospectus supplement updates and supplements the prospectus dated February 16, 2022, which is a part of the automatic shelf registration statement (Registration No. 333-262790) that LiveRamp Holdings, Inc. (“L

LETTER

United States securities and exchange commission logo February 15, 2023 Warren C. Jenson President and Chief Financial Officer LiveRamp Holdings, Inc. 225 Bush Street, Seventeenth Floor San Francisco, CA 94104 Re: LiveRamp Holdings, Inc. Form 10-K for the Fiscal Year ended March 31, 2022 Filed May 24, 2022 File No. 001-38669 Dear Warren C. Jenson: We have limited our review of your filing to the f

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 10, 2023 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commissi

RAMP / Liveramp Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SC 13G/A 1 tv01324-liverampholdingsinc.htm SCHEDULE 13G/A SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 13)* Name of issuer: LiveRamp Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 53815P108 Date of Event Which Requires Filing of this Statement: December 30, 2022 Check the appropriate box to

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2022 OR ☐ TRANSITION RE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number 001-38669 Liv

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 7, 2023 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commissio

LIVERAMP ANNOUNCES THIRD QUARTER RESULTS Total Revenue up 13% year over year and Subscription Revenue up 14% $16 million in Operating Cash Flow $150 million of Stock Repurchased Fiscal Year to Date Share Repurchase Authorization Extended and Expanded

LIVERAMP ANNOUNCES THIRD QUARTER RESULTS Total Revenue up 13% year over year and Subscription Revenue up 14% $16 million in Operating Cash Flow $150 million of Stock Repurchased Fiscal Year to Date Share Repurchase Authorization Extended and Expanded SAN FRANCISCO, Calif.

RAMP / Liveramp Holdings Inc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

SC 13G/A 1 SEC13GFiling.htm SEC SCHEDULE 13G UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 2 )* LiveRamp Holdings, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 53815P108 (CUSIP Number) December 30, 2022 (Date of Event Which Requires Filing of this Statement) Check the appropriate bo

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): January 27, 2023 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commissio

RAMP / Liveramp Holdings Inc / BlackRock Inc. Passive Investment

SC 13G/A 1 us53815p1084012623.txt us53815p1084012623.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 6) LiveRamp Holdings Inc - (Name of Issuer) Common Stock - (Title of Class of Securities) 53815P108 - (CUSIP Number) December 31, 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropriate

RAMP / Liveramp Holdings Inc / BlackRock Inc. Passive Investment

SC 13G/A 1 us53815p1084012023.txt us53815p1084012023.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 5) LiveRamp Holdings Inc - (Name of Issuer) Common Stock - (Title of Class of Securities) 53815P108 - (CUSIP Number) December 31, 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropriate

LiveRamp increases share repurchase authorization by $100 million to $1.1 billion Extends program to December 31, 2024 Fiscal year-to-date repurchases total $150 million

Exhibit 99.1 LiveRamp increases share repurchase authorization by $100 million to $1.1 billion Extends program to December 31, 2024 Fiscal year-to-date repurchases total $150 million SAN FRANCISCO, Calif., December 21, 2022 ? (BUSINESS WIRE) - LiveRamp? (NYSE: RAMP), the leading global data enablement platform, today announced that its Board of Directors has increased the Company?s share repurchas

Regulation FD Disclosure, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): December 21, 2022 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commissi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 15, 2022 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commissi

Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc.

Exhibit?10.1 ? AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN OF LIVERAMP HOLDINGS,?INC. ??? 1.????????????Establishment and Purpose. This Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings,?Inc. (the ?Plan?) was originally established under the name of the 2000 Associate Stock Option Plan of Acxiom Corporation, the predecessor of LiveRamp Holdings,?Inc. (?Company?). The P

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter)

Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 83-1269307 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 225 Bush Street, Seventeenth Floor San Fra

RAMP / Liveramp Holdings Inc / BlackRock Inc. Passive Investment

us53815p1084110822.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 4) LiveRamp Holdings Inc - (Name of Issuer) Common Stock - (Title of Class of Securities) 53815P108 - (CUSIP Number) October 31, 2022 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

Powers of Attorney

Exhibit 24.1 Power of Attorney KNOW ALL MEN BY THESE PRESENTS: That the undersigned, a director or officer, or both, of LiveRamp Holdings, Inc. (the ?Company?), acting pursuant to authorization of the Board of Directors of the Company, hereby appoints Catherine L. Hughes and Jerry C. Jones, or any one of them, attorneys-in-fact and agents for me and in my name and on my behalf, individually and as

Calculation of Filing Fee Table

Exhibit 107.1 Calculation of Filing Fee Table Form S-8 (Form Type) LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $.10 Par Value

Amended and Restated 2010 Executive Officer Severance Policy

LIVERAMP HOLDINGS, INC. AMENDED AND RESTATED 2010 EXECUTIVE OFFICER SEVERANCE POLICY SECTION 1 PURPOSE The purpose of the Policy is to provide Severance Benefits for the Executive Officers of the Company. SECTION 2 DEFINITIONS As used herein, the following words and phrases shall have the following meanings: 2.1 ?Actual Cash Bonus? shall mean a cash bonus payment based on the extent to which the p

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2022 LiveRamp Holding

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 8, 2022 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commissio

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2022 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number 001-38669 Li

LIVERAMP ANNOUNCES SECOND QUARTER RESULTS Total Revenue Up 16% and Subscription Revenue Up 14% Raising FY23 Operating Income Guidance $100 Million of Stock Repurchased Fiscal Year to Date

LIVERAMP ANNOUNCES SECOND QUARTER RESULTS Total Revenue Up 16% and Subscription Revenue Up 14% Raising FY23 Operating Income Guidance $100 Million of Stock Repurchased Fiscal Year to Date SAN FRANCISCO, Calif.

Costs Associated with Exit or Disposal Activities

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 3, 2022 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commissio

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2022 LIVERAMP HOLDINGS, INC.

LiveRamp Holdings, Inc. Employee Stock Purchase Plan (previously filed on August 11, 2022 as Exhibit 10.2 to LiveRamp Holdings, Inc.'s Current Report on Form 8-K, Commission File No. 001-38669, and incorporated herein by reference)

Exhibit 10.2 LIVERAMP HOLDINGS, INC. EMPLOYEE STOCK PURCHASE PLAN Amended and Restated as of May 17, 2022 This LiveRamp Holdings, Inc. Employee Stock Purchase Plan (the ?Plan?), previously known as the 2005 Stock Purchase Plan of LiveRamp Holdings, Inc. and the 2005 Stock Purchase Plan of Acxiom Corporation, was originally established by Acxiom Corporation (the predecessor of LiveRamp Holdings, In

Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 8, 2022 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commission

LiveRamp Holdings, Inc. 44,796 Shares of Common Stock

? ?Filed Pursuant to Rule 424(b)(7)? ?Registration No. 333-258563? PROSPECTUS SUPPLEMENT No. 2 (To Prospectus dated August 6, 2021) LiveRamp Holdings, Inc. 44,796 Shares of Common Stock ? This prospectus supplement updates and supplements the prospectus dated August 6, 2021, which is a part of the automatic shelf registration statement (Registration No. 333-258563) that LiveRamp Holdings, Inc. (?L

Calculation of Filing Fee Tables 424(b)(7) (Form Type) LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

EX-FILING FEES 2 tm2222256d2ex-filingfees.htm EX-FILING FEES EX-FILINGFEES Calculation of Filing Fee Tables 424(b)(7) (Form Type) LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit (1)

LIVERAMP ANNOUNCES FIRST QUARTER RESULTS Total Revenue Up 19% and Subscription Revenue Up 20% GAAP Gross Margin of 71% and Non-GAAP Gross Margin of 75% LiveRamp Repurchases $80 Million of Stock Fiscal Year to Date

LIVERAMP ANNOUNCES FIRST QUARTER RESULTS Total Revenue Up 19% and Subscription Revenue Up 20% GAAP Gross Margin of 71% and Non-GAAP Gross Margin of 75% LiveRamp Repurchases $80 Million of Stock Fiscal Year to Date SAN FRANCISCO, Calif.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 4, 2022 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commission

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ☐ TRANSITION REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number 001-38669 LiveRam

RAMP / Liveramp Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 12)* Name of issuer: LiveRamp Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 53815P108 Date of Event Which Requires Filing of this Statement: June 30, 2022 Check the appropriate box to designate the rule pursuant to which this Schedule is filed: ?

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x Annual Report pur

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 11-K FOR ANNUAL REPORTS OF EMPLOYEE STOCK PURCHASE, SAVINGS AND SIMILAR PLANS PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 (Mark One) x Annual Report pursuant to Section 15(d) of the Securities Exchange Act of 1934 For the fiscal year ended December 31, 2021. OR ? Transition Report pursuant to Section

Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 27, 2022 LIVERAMP HOLDINGS, INC. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commission F

Calculation of Filing Fee Tables 424(b)(7) (Form Type) LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered and Carry Forward Securities

Exhibit 107 Calculation of Filing Fee Tables 424(b)(7) (Form Type) LiveRamp Holdings, Inc.

LiveRamp Holdings, Inc. 311,868 Shares of Common Stock

? ?Filed pursuant to Rule 424(b)(7) ?Registration No. 333-239470? PROSPECTUS SUPPLEMENT No. 3 (To Prospectus dated June 26, 2020) LiveRamp Holdings, Inc. 311,868 Shares of Common Stock ? This prospectus supplement updates and supplements the prospectus dated June 26, 2020, which is a part of the automatic shelf registration statement (Registration No. 333-239470) that LiveRamp Holdings, Inc. (?Liv

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.        )

TABLE OF CONTENTS UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No.??????? ) Filed by the Registrant ? Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? ? Confidential, for Use of the Commission Only (as permitted b

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. )

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 14A Proxy Statement Pursuant to Section 14(a) of the Securities Exchange Act of 1934 (Amendment No. ) Filed by the Registrant x Filed by a Party other than the Registrant ? Check the appropriate box: ? Preliminary Proxy Statement ? Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2)) ? Defin

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): May 24, 2022 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commission Fi

Powers of Attorney

Exhibit 24.1 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That the undersigned, a director or officer, or both, of LiveRamp Holdings, Inc. (the ?Company?), acting pursuant to authorization of the Board of Directors of the Company, hereby appoints Catherine L. Hughes and Jerry C. Jones, or any one of them, attorneys-in-fact and agents for me and in my name and on my behalf, individually and as

Calculation of Filing Fee Table

Exhibit 107.1 Calculation of Filing Fee Table Form S-8 (Form Type) LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) Newly Registered Securities Security Type Security Class Title Fee Calculation Rule Amount Registered(1) Proposed Maximum Offering Price Per Unit(3) Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Equity Common Stock, $.10 Par Value

Subsidiaries of LiveRamp Holdings, Inc.

EXHIBIT 21 SUBSIDIARIES OF LIVERAMP HOLDINGS, INC. U.S. SUBSIDIARIES Subsidiary Organized or Incorporated Percent of Equity Securities Owned Doing Business As LiveRamp, Inc. Delaware 100 % LiveRamp, Inc. Data Plus Math Corporation Delaware 100 % Data Plus Math DataFleets Ltd. Delaware 100 % DataFleets Diablo.ai, Inc. Delaware 100 % Diablo.ai INTERNATIONAL SUBSIDIARIES Subsidiary Organized or Incor

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter)

Registration No. 333- UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM S-8 REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 83-1269307 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) 225 Bush Street, Seventeenth Floor San Fra

1 to LiveRamp Holdings, Inc.'s Annual Report on Form 10-K for the fiscal year March 31, 2022, Commission File No. 000-38669, and incorporated herein by reference)

Exhibit 10.31 LIVERAMP HOLDINGS, INC. AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN NOTICE OF RESTRICTED STOCK UNIT AWARD AND RESTRICTED STOCK UNIT AGREEMENT (California Employees) %%FIRSTNAME%-% %%LASTNAME%-% Award Number: %%OPTIONNUMBER%-% %%ADDRESSLINE1%-% Plan: 2005 %%ADDRESSLINE2%-% %%CITY%-%, %%STATE%-% %%ZIPCODE%-% %%COUNTRY%-% Effective as of %%OPTIONDATE,?MM/DD/YYYY?%-% (?Award Date?

Form of Performance Unit Award Agreement under the Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc. (CA)

Exhibit 10.32 LIVERAMP HOLDINGS, INC. AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN NOTICE OF PERFORMANCE UNIT AWARD AND PERFORMANCE UNIT AGREEMENT (California Employees) FIRST NAME LAST NAM Award Number: OPTION NUMBER ADDRESS LINE Plan: EQUITY PLAN ADDRESS LINE CITY STATE ZIP CODE COUNTRY Effective as of OPTION DATE, ?MM/DD/YYYY? (?Award Date?), pursuant to the Amended and Restated 2005 Equi

Form of Long-Term Cash Award Agreement (Time-Based)

Exhibit 10.35 LIVERAMP HOLDINGS, INC. LONG-TERM CASH AWARD AGREEMENT %%FIRSTNAME%-% %%LASTNAME%-% (the ?Executive?) %%ADDRESSLINE1%-% %%ADDRESSLINE2%-% %%CITY%-%, %%STATE%-% %%ZIPCODE%-% %%COUNTRY%-% THIS AWARD AGREEMENT, as of (the ?Effective Date?) by and between LiveRamp Holdings, Inc., a Delaware corporation (the ?Company?), and the executive named above (the ?Executive?), is entered into as f

Form of Performance Unit Award Agreement under the Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc.

Exhibit 10.34 LIVERAMP HOLDINGS, INC. AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN NOTICE OF PERFORMANCE UNIT AWARD AND PERFORMANCE UNIT AGREEMENT FIRST NAME LAST NAM Award Number: OPTION NUMBER ADDRESS LINE Plan: EQUITY PLAN ADDRESS LINE CITY STATE ZIP CODE COUNTRY Effective as of OPTION DATE, ?MM/DD/YYYY? (?Award Date?), pursuant to the Amended and Restated 2005 Equity Compensation Plan of

Powers of Attorney

EXHIBIT 24 POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That the undersigned, a director or officer, or both, of LiveRamp Holdings, Inc.

Form of Long-Term Cash Award Agreement (Performance-Based)

Exhibit 10.36 LIVERAMP HOLDINGS, INC. LONG-TERM CASH AWARD AGREEMENT %%FIRSTNAME%-% %%LASTNAME%-% (the ?Executive?) %%ADDRESSLINE1%-% %%ADDRESSLINE2%-% %%CITY%-%, %%STATE%-% %%ZIPCODE%-% %%COUNTRY%-% THIS AWARD AGREEMENT, as of (the ?Effective Date?) by and between LiveRamp Holdings, Inc., a Delaware corporation (the ?Company?), and the executive named above (the ?Executive?), is entered into as f

LIVERAMP ANNOUNCES FOURTH QUARTER AND FISCAL YEAR RESULTS Q4 Revenue Up 19% and Subscription Revenue Up 22% Q4 GAAP Gross Margin of 72% and Non-GAAP Gross Margin of 76% $78 Million of Operating Cash Flow for Full Year LiveRamp Intends to Repurchase $

LIVERAMP ANNOUNCES FOURTH QUARTER AND FISCAL YEAR RESULTS Q4 Revenue Up 19% and Subscription Revenue Up 22% Q4 GAAP Gross Margin of 72% and Non-GAAP Gross Margin of 76% $78 Million of Operating Cash Flow for Full Year LiveRamp Intends to Repurchase $150 Million of Stock by December 31, 2022 SAN FRANCISCO, Calif.

Form of Restricted Stock Unit Award Agreement under the Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc.

Exhibit 10.33 LIVERAMP HOLDINGS, INC. AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN NOTICE OF RESTRICTED STOCK UNIT AWARD AND RESTRICTED STOCK UNIT AGREEMENT %%FIRSTNAME%-% %%LASTNAME%-% Award Number: %%OPTIONNUMBER%-% %%ADDRESSLINE1%-% Plan: 2005 %%ADDRESSLINE2%-% %%CITY%-%, %%STATE%-% %%ZIPCODE%-% %%COUNTRY%-% Effective as of %%OPTIONDATE,?MM/DD/YYYY?%-% (?Award Date?), pursuant to the Amen

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2022 OR ☐ TRANSITION REPORT PURSUA

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K (Mark One) ? ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2022 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number 001-38669 LiveRamp Holdi

Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc.

Exhibit 10.2 AMENDED AND RESTATED 2005 EQUITY COMPENSATION PLAN OF LIVERAMP HOLDINGS, INC. 1.Establishment and Purpose. This Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc. (the ?Plan?) was originally established under the name of the 2000 Associate Stock Option Plan of Acxiom Corporation, the predecessor of LiveRamp Holdings, Inc. (?Company?). The Plan has been amend

Financial Statements and Exhibits, Results of Operations and Financial Condition, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): April 29, 2022 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commission

LiveRamp Elevates Vihan Sharma to EVP of Global Revenue to Lead All Global Commercial Efforts New Leadership Structure for Global Commercial Organization to Drive Next Chapter of Growth Company Reaffirms Guidance for the Fourth Quarter and Full Year

LiveRamp Elevates Vihan Sharma to EVP of Global Revenue to Lead All Global Commercial Efforts New Leadership Structure for Global Commercial Organization to Drive Next Chapter of Growth Company Reaffirms Guidance for the Fourth Quarter and Full Year ended March 31, 2022 SAN FRANCISCO, Calif.

Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 28, 2022 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commissi

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 15, 2022 LIVERAMP HOLDINGS, INC. (Exact name of registrant as specified in its charter) Delaware 001-38669 83-1269307 (State or other jurisdiction of incorporation) (Commissi

LiveRamp Holdings, Inc. 90,083 Shares of Common Stock

Filed pursuant to Rule 424(b)(7) Registration No. 333-262790 PROSPECTUS SUPPLEMENT (To Prospectus dated February 16, 2022) LiveRamp Holdings, Inc. 90,083 Shares of Common Stock This prospectus supplement updates and supplements the prospectus dated February 16, 2022, which is a part of the automatic shelf registration statement (Registration No. 333-262790) that LiveRamp Holdings, Inc. (?LiveRamp,

Calculation of Filing Fee Tables (Form Type) LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registere

Exhibit 107.1 Calculation of Filing Fee Tables 424(b)(7) (Form Type) LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward

Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 17, 2022 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commissi

Registration Rights Agreement, dated as of February 17, 2021, by and between the Company and the Holders named therein

Exhibit 4.2 LIVERAMP HOLDINGS, INC. REGISTRATION RIGHTS AGREEMENT February 17, 2021 TABLE OF CONTENTS Page SECTION 1 Definitions 1 1.1 Certain Definitions 1 SECTION 2 Registration Rights 3 2.1 Registration on Form S-3 3 2.2 Expenses of Registration 4 2.3 Registration Procedures 5 2.4 Indemnification 6 2.5 Information by Holder 7 2.6 Rule 144 Reporting 9 2.7 Delay of Registration 9 2.8 Termination

Calculation of Filing Fee Table

Exhibit 107.1 Calculation of Filing Fee Tables Form S-3 (Form Type) LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in its Charter) Table 1: Newly Registered Securities Security Type Security Class Title Fee Calculation or Carry Forward Rule Amount Registered Proposed Maximum Offering Price Per Unit Maximum Aggregate Offering Price Fee Rate Amount of Registration Fee Carry Forward F

As filed with the Securities and Exchange Commission on February 16, 2022

Table of Contents As filed with the Securities and Exchange Commission on February 16, 2022 Registration No.

RAMP / Liveramp Holdings Inc / VANGUARD GROUP INC - SCHEDULE 13G/A Passive Investment

SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Schedule 13G Under the Securities Exchange Act of 1934 (Amendment No.: 11)* Name of issuer: LiveRamp Holdings Inc. Title of Class of Securities: Common Stock CUSIP Number: 53815P108 Date of Event Which Requires Filing of this Statement: December 31, 2021 Check the appropriate box to designate the rule pursuant to which this Schedule is file

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): February 9, 2022 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commissio

LIVERAMP ANNOUNCES STRONG THIRD QUARTER RESULTS AND RAISES FULL YEAR OUTLOOK Total Revenue Up 17% and Subscription Revenue Up 19% GAAP Gross Margin of 73% and Non-GAAP Gross Margin of 77% $25 Million of Operating Cash Flow Eighty-six $1 Million+ Cust

LIVERAMP ANNOUNCES STRONG THIRD QUARTER RESULTS AND RAISES FULL YEAR OUTLOOK Total Revenue Up 17% and Subscription Revenue Up 19% GAAP Gross Margin of 73% and Non-GAAP Gross Margin of 77% $25 Million of Operating Cash Flow Eighty-six $1 Million+ Customers SAN FRANCISCO, Calif.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2021 OR ☐ TRANSITION RE

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended December 31, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number 001-38669 Liv

RAMP / Liveramp Holdings Inc / WELLINGTON MANAGEMENT GROUP LLP - SEC SCHEDULE 13G Passive Investment

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 1 )* LiveRamp Holdings, Inc. (Name of Issuer) Common Stock (Title of Class of Securities) 53815P108 (CUSIP Number) December 31, 2021 (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant to which thi

RAMP / Liveramp Holdings Inc / BlackRock Inc. Passive Investment

us53815p1084012722.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 4) LiveRamp Holdings Inc - (Name of Issuer) Common Stock - (Title of Class of Securities) 53815P108 - (CUSIP Number) December 31, 2021 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

RAMP / Liveramp Holdings Inc / BlackRock Inc. Passive Investment

us53815p1084012522.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No: 3) LiveRamp Holdings Inc - (Name of Issuer) Common Stock - (Title of Class of Securities) 53815P108 - (CUSIP Number) December 31, 2021 - (Date of Event Which Requires Filing of this Statement) Check the appropriate box to designate the rule pursuant

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION R

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended September 30, 2021 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number 001-38669 Li

LIVERAMP ANNOUNCES STRONG SECOND QUARTER RESULTS AND RAISES FULL YEAR OUTLOOK Total Revenue Up 22% and Subscription Revenue Up 23% GAAP Gross Margin of 72% and Non-GAAP Gross Margin of 77% Record Operating Performance Eighty $1 Million Customers – La

LIVERAMP ANNOUNCES STRONG SECOND QUARTER RESULTS AND RAISES FULL YEAR OUTLOOK Total Revenue Up 22% and Subscription Revenue Up 23% GAAP Gross Margin of 72% and Non-GAAP Gross Margin of 77% Record Operating Performance Eighty $1 Million Customers ? Largest Sequential Increase SAN FRANCISCO, Calif.

Financial Statements and Exhibits, Results of Operations and Financial Condition

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): November 2, 2021 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commissio

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers, Financial Statements and Exhibits, Submission of Matters to a Vote of Security Holders

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 10, 2021 LIVERAMP HOLDINGS, INC.

Unregistered Sales of Equity Securities, Financial Statements and Exhibits, Other Events

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): August 9, 2021 LiveRamp Holdings, Inc. (Exact Name of Registrant as Specified in Its Charter) Delaware 001-38669 83-1269307 (State or Other Jurisdiction of Incorporation) (Commission

CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount To Be Registered Proposed Maximum Offering Price per Share (1) Proposed Maximum Aggregate Offering Price Amount of Registration Fee (2) Common Stock, $0.10 par

Filed pursuant to Rule 424(b)(7) Registration No. 333-258563 CALCULATION OF REGISTRATION FEE Title of Each Class of Securities to be Registered Amount To Be Registered Proposed Maximum Offering Price per Share (1) Proposed Maximum Aggregate Offering Price Amount of Registration Fee (2) Common Stock, $0.10 par value per share (?Common Stock?) 37,646 $39.17 $1,474,593.82 $160.88 (1) Estimated solely

Power of Attorney

Exhibit 24.1 POWER OF ATTORNEY KNOW ALL PERSONS BY THESE PRESENTS: That the undersigned, a director or officer, or both, of LiveRamp Holdings, Inc. (?LiveRamp?), acting pursuant to authorization of the Board of Directors of LiveRamp, hereby appoints Catherine L. Hughes and Jerry C. Jones, or any one of them, attorneys-in-fact and agents for me and in my name and on my behalf, individually and as a

Registration Rights Agreement, dated as of July 16, 2020, by and between the Company and the stockholders named therein

Exhibit 4.2 LIVERAMP HOLDINGS, INC. REGISTRATION RIGHTS AGREEMENT July 16, 2020 Exhibit 4.2 TABLE OF CONTENTS Page Section 1 Definitions 1 1.1 Certain Definitions 1 Section 2 Registration Rights 3 2.1 Registration on Form S-3 3 2.2 Expenses of Registration 4 2.3 Registration Procedures 5 2.4 Indemnification 6 2.5 Information by Holder 8 2.6 Rule 144 Reporting 8 2.7 Delay of Registration 8 2.8 Term

As filed with the Securities and Exchange Commission on August 6, 2021

Table of Contents As filed with the Securities and Exchange Commission on August 6, 2021 Registration No.

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ☐ TRANSITION REPORT

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) ? QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2021 OR ? TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from - to - Commission file number 001-38669 LiveRam

LIVERAMP ANNOUNCES STRONG FIRST QUARTER RESULTS AND RAISES FULL YEAR OUTLOOK Total Revenue Up 20% GAAP Gross Margin of 71% and Non-GAAP Gross Margin of 76% Now Expects Full Year Revenue to Increase by Approximately 18% LiveRamp’s Global Authenticated

LIVERAMP ANNOUNCES STRONG FIRST QUARTER RESULTS AND RAISES FULL YEAR OUTLOOK Total Revenue Up 20% GAAP Gross Margin of 71% and Non-GAAP Gross Margin of 76% Now Expects Full Year Revenue to Increase by Approximately 18% LiveRamp?s Global Authenticated Traffic Solution (ATS) Adopted by Over 450 Publishers SAN FRANCISCO, Calif.