LiveRamp Holdings Chief Revenue Officer Vihan Sharma filed a Form 4 on November 2, 2026, reporting the disposition of 294,783 shares of common stock at $38.50 per share in connection with the closing of the company's merger with MMS USA Holdings, Inc.

Key Highlights

  • Transaction date: November 2, 2026, coinciding with the effective time of the merger between LiveRamp Holdings and Merger Sub, a subsidiary of MMS USA Holdings, Inc.
  • Shares disposed: 294,783 shares of Common Stock, par value $0.10 per share, reflecting PSUs that vested at the effective time of the merger.
  • Price per share: $38.50, the Merger Consideration payable to holders of LiveRamp common stock under the Merger Agreement.
  • Resulting beneficial ownership: 0 shares of common stock directly owned following the reported transaction.
  • Merger structure: Merger Sub merged with and into LiveRamp Holdings, with LiveRamp continuing as the surviving corporation and a wholly owned direct subsidiary of MMS USA Holdings, Inc.
  • Unvested awards converted: Outstanding RSUs and PSUs that did not vest under the Retention Letter were converted into restricted cash awards equal to $38.50 multiplied by the number of underlying shares.

Sharma's PSU Vesting and Share Disposition at the LiveRamp Merger Closing

According to the filing, on November 2, 2026, Merger Sub merged with and into LiveRamp Holdings, Inc. (NASDAQ:RAMP), with LiveRamp continuing as the surviving corporation and becoming a wholly owned direct subsidiary of MMS USA Holdings, Inc. ("Parent"). The transaction was carried out pursuant to an Agreement and Plan of Merger dated May 16, 2026, by and among LiveRamp, Parent, Covey Merger Sub, Inc., and, solely for the purpose of Section 10.14 thereof, Publicis Groupe S.A.

The filing discloses that at the effective time of the merger, in accordance with Sharma's Retention Letter with the issuer, each of Sharma's time-vesting restricted stock unit awards (RSUs) and performance-vesting restricted stock unit awards (PSUs) granted prior to May 2026 that remained outstanding immediately prior to the effective time vested, with applicable performance goals treated as specified in the Merger Agreement, and were settled for the Merger Consideration. The filing states that the 294,783 shares shown in the transaction reflect the PSUs that vested at the effective time.

At the effective time, the filing states, each share of LiveRamp common stock issued and outstanding immediately prior to the effective time was converted into the right to receive $38.50 per share in cash, without interest. As for Sharma's remaining unvested RSUs and PSUs that did not vest under the Retention Letter, the filing reports those were converted into restricted cash awards in an amount equal to the Merger Consideration multiplied by the number of underlying shares, with applicable performance goals treated as specified in the Merger Agreement. Following the reported transaction, Sharma's direct beneficial ownership of common stock is reported as 0 shares.

What Was Disclosed

Vihan Sharma, Chief Revenue Officer of LiveRamp Holdings, reported the disposition of 294,783 shares at $38.50 per share upon the closing of the company's merger, reflecting PSUs that vested at the effective time, leaving zero shares directly owned.