LiveRamp Holdings, Inc. filed a Post-Effective Amendment to 20 Form S-8 registration statements on November 2, 2026, withdrawing and deregistering all remaining unsold shares of common stock across its employee equity and stock purchase plans.

Key Highlights

  • 20 registration statements affected: The filing simultaneously amends registration statements spanning registration numbers 333-91395 through 333-289698, covering plans dating back to an original filing on November 22, 1999.
  • Largest plan deregistered: The Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc. 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, originally filed August 22, 2005.
  • Acquired-company plans included: Plans from Habu, Inc. (699,335 shares), DataFleets, Ltd. (42,154 shares), Data Plus Math Corporation (162,481 shares), and Pacific Data Partners LLC (2,797,191 shares) are among those being deregistered.
  • Multiple smaller plans covered: Registration Statement 333-214926 alone registered four separate plans, including 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).
  • Key Associate Stock Option Plan: Registration Statement 333-91395, originally filed November 22, 1999, registered 10,147,136 shares under the Amended and Restated Key Associate Stock Option Plan of LiveRamp Holdings, Inc.

LiveRamp Closes Out Equity Plan Registrations Spanning More Than Two Decades

LiveRamp Holdings, Inc. (NYSE:RAMP), a Delaware-incorporated data connectivity company headquartered at 225 Bush Street, Seventeenth Floor, San Francisco, California 94104, filed this Post-Effective Amendment to withdraw and deregister all shares of common stock that had been registered and remain unsold under 20 separate Form S-8 registration statements. According to the filing, the deregistration covers common stock with a par value of $0.10 per share, along with "any and all plan interests and other securities registered thereunder." The filing notes that share numbers listed "do not take into account corporate actions, such as stock splits, taken in the interim."

The registration statements addressed in this filing span a wide range of equity plans, many of which were inherited through acquisitions of companies including Habu, Inc., DataFleets, Ltd., Data Plus Math Corporation, Pacific Data Partners LLC, Pippio, Inc., Solve Media, Inc., Circulate, and Arbor. The LiveRamp, Inc. 2006 Equity Incentive Plan, registered under Statement 333-197463 originally filed July 16, 2014, covered 1,473,668 shares. The 2011 Nonqualified Equity Compensation Plan, registered under Statement 333-214927, covered 768,710 shares. Together, these plans reflect the company's history of compensating employees and acquired-company personnel through equity instruments issued under multiple distinct plan structures over more than two decades.

Jerry C. Jones, EVP, Legal and Data Ethics at LiveRamp Holdings, Inc., is named as the agent for service of process in the filing. The company is identified as a large accelerated filer in the registration statement. Sullivan and Cromwell LLP and Kutak Rock LLP are listed as counsel receiving copies of the filing.

What Was Disclosed

LiveRamp Holdings, Inc. filed a Post-Effective Amendment on November 2, 2026 to deregister all remaining unsold shares across 20 Form S-8 registration statements covering equity compensation and stock purchase plans, including both company-originated and acquisition-related plans.