Form Type: 4

SEC EDGAR Link
Accession Number:0001245105-20-000031
Date:2020-05-19
Issuer: LIVERAMP HOLDINGS, INC. (RAMP)
Original Submission Date:

Reporting Person:

ARRA JAMES F.
LIVERAMP HOLDINGS, INC.
225 BUSH STREET, 17TH FLOOR SAN FRANCISCO, CA 94104

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK, $.10 PAR VALUE 2020-05-19 A 15,084 a $0.00 174,201 direct
COMMON STOCK, $.10 PAR VALUE 2020-05-19 F 1,739 d $37.82 172,462 direct
COMMON STOCK, $.10 PAR VALUE 2020-05-19 A 23,863 a $0.00 196,325 direct
COMMON STOCK, $.10 PAR VALUE 2020-05-19 0 $0.00 1,297 indirect
COMMON STOCK, $.10 PAR VALUE 2020-05-19 0 $0.00 232 indirect
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
Footnotes
IDfootnote
f1 these shares were earned by the reporting person in connection with the performance stock units (psus) granted pursuant to the 2005 equity compensation plan to the reporting person in 2019. of the earned amount, one-third immediately vested, while the remaining two-thirds will be subject to a two-year, service-based vesting period and will vest ratably over the next two years, contingent upon the reporting persons' continued employment with the registrant.
f2 these shares were withheld by the issuer to satisfy the reporting person's tax obligations that arose on may 19, 2020, in connection with the vesting of the initial tranche of psus described in footnote (1) above.
f3 these restricted stock units ("rsus") are granted pursuant to the 2005 equity compensation plan. each rsu represents a contingent right to receive one share of the registrant's common stock. vesting will begin one year from may 19, 2020, with 1/4 of the total becoming vested on that date and 1/16 quarterly thereafter until 100% vested, contingent upon the recipient's continued employment with the registrant.
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