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 registered under those statements.

Key Highlights

  • Twenty registration statements covered: The filing amends and deregisters securities across twenty separate S-8 registration statements, spanning original filings dating back to November 22, 1999.
  • Largest block deregistered: 51,375,000 shares of common stock registered under the Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc. are being withdrawn.
  • Employee Stock Purchase Plan shares: 3,000,000 shares registered under the LiveRamp Holdings, Inc. Employee Stock Purchase Plan are included in the deregistration.
  • Habu, Inc. 2018 Stock Plan: 699,335 shares originally registered under the Habu, Inc. 2018 Stock Plan are being deregistered.
  • Key Associate Stock Option Plan: 10,147,136 shares registered under the Amended and Restated Key Associate Stock Option Plan of LiveRamp Holdings, Inc. are withdrawn.
  • Common stock par value: All deregistered shares are common stock with a par value of $0.10 per share, according to the filing.
  • Registrant classification: LiveRamp Holdings, Inc. is identified in the filing as a large accelerated filer incorporated in Delaware, with principal offices at 225 Bush Street, Seventeenth Floor, San Francisco, California 94104.

LiveRamp Withdraws Unsold Shares From Multiple Legacy Equity Plans

According to the filing, LiveRamp Holdings, Inc. submitted this Post-Effective Amendment to deregister all shares of common stock, par value $0.10 per share, that had been registered and remain unsold under twenty Form S-8 registration statements. The filing states that share numbers listed "do not take into account corporate actions, such as stock splits, taken in the interim." The deregistration covers shares associated with equity plans from acquired companies as well as plans sponsored directly by LiveRamp.

Among the plans covered, the filing identifies the Amended and Restated 2005 Equity Compensation Plan as carrying the largest registered share count at 51,375,000 shares. Other notable plans include the LiveRamp, Inc. 2006 Equity Incentive Plan with 1,473,668 shares, the 2018 Equity Compensation Plan of Pacific Data Partners LLC with 2,797,191 shares, and the 2011 Nonqualified Equity Compensation Plan with 768,710 shares. Smaller legacy plans tied to acquired entities, such as DataFleets, Ltd. (42,154 shares), Data Plus Math Corporation (162,481 shares), Pippio, Inc. (285,339 shares), Arbor Equity Compensation Plan (232,664 shares), Solve Media, Inc. (73,951 shares), and Circulate Equity Compensation Plan (96,212 shares), are also included.

The agent for service named in the filing is Jerry C. Jones, EVP, Legal and Data Ethics at LiveRamp Holdings, Inc. Outside counsel listed includes Sullivan and Cromwell LLP and Kutak Rock LLP. The registrant does not indicate a ticker symbol on the face of this filing's cover page registered-securities table; the filing identifies the registrant solely by its legal name, LiveRamp Holdings, Inc., a Delaware corporation with IRS Employer Identification No. 83-1269307.

What Was Disclosed

LiveRamp Holdings, Inc. filed a Post-Effective Amendment on November 2, 2026, to deregister all remaining unsold common stock and plan interests across twenty S-8 registration statements covering fourteen named equity compensation plans, including plans inherited from acquired companies.