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 plan interests registered under those statements.

Key Highlights

  • Twenty registration statements amended: The filing covers post-effective amendments to twenty separate S-8 registration statements, spanning original filing dates from November 1999 through August 2025, according to the filing.
  • Largest single plan: The Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc. had registered 51,375,000 shares of common stock across its series of related registration statements, the filing discloses.
  • Employee Stock Purchase Plan: Registration Statement 333-268274 registered 3,000,000 shares under the LiveRamp Holdings, Inc. Employee Stock Purchase Plan, per the filing.
  • Habu, Inc. plan: Registration Statement 333-277604 registered 699,335 shares under the Habu, Inc. 2018 Stock Plan, according to the filing.
  • Multiple acquired-company plans included: Plans covering DataFleets, Data Plus Math Corporation, Pacific Data Partners, Pippio, Arbor, Solve Media, Circulate, and LiveRamp, Inc. are among those being deregistered, the filing states.
  • Par value of shares: The common stock subject to deregistration carries a par value of $0.10 per share, as stated in the filing.
  • Share counts are pre-adjustment: The filing notes that "the share numbers listed below do not take into account corporate actions, such as stock splits, taken in the interim."

LiveRamp Withdraws Unsold Shares Across Decades of Equity Plan Registrations

LiveRamp Holdings, Inc. (NYSE:RAMP), a Delaware corporation headquartered at 225 Bush Street, Seventeenth Floor, San Francisco, California, filed this Post-Effective Amendment on November 2, 2026, to terminate and deregister all shares of common stock, plan interests, and other securities that remained unsold under twenty Form S-8 registration statements. The registrant disclosed that the purpose of the filing is to "withdraw and deregister" those securities, not to register new shares.

The registration statements span a wide range of equity compensation plans, including plans associated with companies acquired by LiveRamp over the years. Among the plans covered are the Amended and Restated 2005 Equity Compensation Plan (51,375,000 shares registered), the Key Associate Stock Option Plan (10,147,136 shares), the LiveRamp, Inc. 2006 Equity Incentive Plan (1,473,668 shares), the 2018 Equity Compensation Plan of Pacific Data Partners LLC (2,797,191 shares), the 2011 Nonqualified Equity Compensation Plan (768,710 shares), and several smaller acquired-entity plans covering Pippio, Arbor, Solve Media, Circulate, and DataFleets, according to the filing.

The filing identifies Jerry C. Jones, EVP, Legal and Data Ethics, as the agent for service at the company's San Francisco address. The registrant is classified as a large accelerated filer. Sullivan and Cromwell LLP and Kutak Rock LLP are listed as counsel in the filing.

What Was Disclosed

LiveRamp Holdings filed post-effective amendments to twenty S-8 registration statements to deregister all remaining unsold shares and plan interests across fourteen named equity compensation plans, including both company-originated and acquired-entity plans, with common stock par value of $0.10 per share.