X0306 4 2020-05-19 0 0000733269 LiveRamp Holdings, Inc. RAMP 0001193846 JENSON WARREN LIVERAMP HOLDINGS, INC. 225 BUSH STREET, 17TH FLOOR SAN FRANCISCO CA 94104 0 1 0 0 PRESIDENT, CFO & EMD-INT'L COMMON STOCK, $.10 PAR VALUE 2020-05-19 4 A 0 25140 0 A 304341 D COMMON STOCK, $.10 PAR VALUE 2020-05-19 4 F 0 4155 37.82 D 300186 D COMMON STOCK, $.10 PAR VALUE 2020-05-19 4 A 0 35112 0 A 335298 D COMMON STOCK, $.10 PAR VALUE 2339.5268 I BY MANAGED ACCOUNT 1 COMMON STOCK, $.10 PAR VALUE 517.9694 I BY MANAGED ACCOUNT 2 These shares were earned by the reporting person in connection with the performance stock units (PSUs) granted pursuant to the 2005 Equity Compensation Plan to the reporting person in 2019. Of the earned amount, one-third immediately vested, while the remaining two-thirds will be subject to a two-year, service-based vesting period and will vest ratably over the next two years, contingent upon the reporting person's continued employment with the registrant. These shares were withheld by the Issuer to satisfy the reporting person's tax obligations that arose on May 19, 2020, in connection with the vesting of the initial tranche of PSUs described in footnote (1) above. These restricted stock units ("RSUs") are granted pursuant to the 2005 Equity Compensation Plan. Each RSU represents a contingent right to receive one share of the registrant's common stock. Vesting will begin one year from May 19, 2020, with 1/4 of the total becoming vested on that date and 1/16 quarterly thereafter until 100% vested, contingent upon the recipient's continued employment with the registrant. /s/ By: Catherine L. Hughes, Attorney-in-Fact For: Warren Jenson 2020-05-21