Howe Scott E sold RAMP
November 2, 2026 · Form 4 insider transaction
Howe Scott E sold 1,624,429 shares of LiveRamp Holdings, Inc. at $38.50 per share, a transaction worth $62.54M. The trade was recorded as disposition to the issuer and disclosed on an SEC Form 4, filed 0 days after the transaction.
Footnotes
On November 2, 2026, pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated May 16, 2026, by and among LiveRamp Holdings, Inc. (the "Issuer"), MMS USA Holdings, Inc. ("Parent"), Covey Merger Sub, Inc. ("Merger Sub"), and, solely for the purpose of Section 10.14 thereof, Publicis Groupe S.A. ("Publicis"), Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly owned direct subsidiary of Parent (the "Merger").; At the effective time of the Merger (the "Effective Time"), in accordance with the Reporting Person's Employment Agreement with Publicis (the "Publicis Employment Agreement"), each of the Reporting Person's time-vesting restricted stock unit awards ("RSUs") and performance-vesting restricted stock unit awards ("PSUs") granted prior to May 2026 that remained outstanding as of immediately prior to the Effective Time vested (with any applicable performance goals treated as specified in the Merger Agreement) and were settled for Merger Consideration (defined below). The amount above reflects the PSUs that vested at the Effective Time.; At the Effective Time, each share of the Issuer's common stock, par value $0.10 per share (the "Common Stock") issued and outstanding immediately prior to the Effective Time (other than certain excluded shares and dissenting shares) was converted into the right to receive an amount in cash equal to $38.50 per share, without interest (the "Merger Consideration"). As described above in Footnote 1, certain of the Reporting Person's RSUs and PSUs vested and were settled for the Merger Consideration. In addition, at the Effective Time, the Reporting Person's outstanding and unvested RSUs and PSUs that did not otherwise vest in accordance with the Publicis Employment Agreement were converted into restricted cash awards in an amount equal to (i) the Merger Consideration, multiplied by (ii) the number of shares of Common Stock subject to such RSUs and PSUs (with any applicable performance goals treated as specified in the Merger Agreement) immediately prior to the Effective Time.