LiveRamp Holdings, Inc. filed a Post-Effective Amendment to twenty Form S-8 registration statements on November 2, 2026, to withdraw and deregister all remaining unsold shares of common stock and related plan interests previously registered under those statements.

Key Highlights

  • Twenty registration statements amended: The filing covers post-effective amendments to registration statement numbers ranging from 333-91395 (originally filed November 22, 1999) through 333-289698 (originally filed August 18, 2025).
  • Largest plan deregistered: The Amended and Restated 2005 Equity Compensation Plan had registered 51,375,000 shares of common stock, par value $0.10 per share.
  • Employee Stock Purchase Plan: Registration Statement 333-127743 covered 3,000,000 shares under the LiveRamp Holdings, Inc. Employee Stock Purchase Plan.
  • Habu, Inc. plan included: Registration Statement 333-277604 registered 699,335 shares under the Habu, Inc. 2018 Stock Plan, originally filed March 1, 2024.
  • Multiple acquired-company plans deregistered: Plans covering DataFleets, Ltd. (42,154 shares), Data Plus Math Corporation (162,481 shares), Pippio, Inc. (285,339 shares), Arbor (232,664 shares), Solve Media (73,951 shares), and Circulate (96,212 shares) are all included in the deregistration.
  • Share counts noted as unadjusted: According to the filing, the share numbers listed "do not take into account corporate actions, such as stock splits, taken in the interim."
  • Large accelerated filer: The registrant indicated it is a large accelerated filer under Rule 12b-2 of the Exchange Act.

LiveRamp Withdraws Decades of Equity Plan Registrations Across Acquired and Legacy Programs

LiveRamp Holdings, Inc. (Delaware, IRS EIN 83-1269307), headquartered at 225 Bush Street, Seventeenth Floor, San Francisco, California 94104, filed this Post-Effective Amendment on November 2, 2026, to deregister all unsold shares and plan interests across twenty previously active Form S-8 registration statements. The filing spans equity plans stretching back to a registration originally filed on November 22, 1999, under Registration Statement 333-91395, which covered the Amended and Restated Key Associate Stock Option Plan and registered 10,147,136 shares of common stock.

The deregistration encompasses plans associated with companies that LiveRamp acquired over the years, including the Habu, Inc. 2018 Stock Plan, the DataFleets, Ltd. 2019 Equity Incentive Plan, the Data Plus Math Corporation 2016 Equity Incentive Plan, the Pippio, Inc. 2014 Equity Incentive Plan, the Arbor Equity Compensation Plan, the Solve Media, Inc. 2009 Stock Plan, and the Circulate Equity Compensation Plan. The 2018 Equity Compensation Plan of Pacific Data Partners LLC, registered under Statement 333-227540 with 2,797,191 shares, and the LiveRamp, Inc. 2006 Equity Incentive Plan, registered under Statement 333-197463 with 1,473,668 shares, are also included. The 2011 Nonqualified Equity Compensation Plan, registered under Statement 333-214927 with 768,710 shares, rounds out the legacy plans being terminated.

The filing names Jerry C. Jones, EVP, Legal and Data Ethics at LiveRamp Holdings, Inc., as the agent for service. Sullivan and Cromwell LLP and Kutak Rock LLP are listed as counsel. The registrant disclosed that all share counts referenced in the filing do not reflect corporate actions such as stock splits that may have occurred after the original registration dates.

What Was Disclosed

LiveRamp Holdings, Inc. filed post-effective amendments on November 2, 2026, to withdraw and deregister all remaining unsold shares and plan interests across twenty Form S-8 registration statements covering fourteen equity compensation plans, including legacy and acquired-company programs dating back to 1999.