X0306 4 2018-10-01 0 0000733269 LiveRamp Holdings, Inc. RAMP 0001716010 Arra James F. LIVERAMP HOLDINGS, INC. 225 BUSH STREET, 17TH FLOOR SAN FRANCISCO CA 94104 0 1 0 0 President and CCO COMMON STOCK, $.10 PAR VALUE 2018-10-01 4 A 0 33544 0 A 141025 D COMMON STOCK, $.10 PAR VALUE 1147.1102 I BY MANAGED ACCOUNT 1 COMMON STOCK, $.10 PAR VALUE 231.6515 I BY MANAGED ACCOUNT 2 On October 1, 2018, the issuer completed its previously announced sale of its Acxiom Marketing Solutions business (the "AMS Sale"). The AMS Sale constituted a change in control for purposes of the issuer's Amended and Restated 2005 Equity Compensation Plan, and certain performance stock units (PSUs) held by the reporting person under such plan converted into a number of restricted stock units (RSUs) equal to 200% of the target number of shares underlying such PSUs based on the degree of achievement of the applicable performance objectives as of closing of the AMS Sale, with vesting to occur subject to the reporting person's continued service with the issuer over the original performance periods. At the time of the AMS Sale, the reporting person held 16,772 PSUs (at target) that converted into 33,544 RSUs, all of which will vest on March 31, 2021 contingent upon the reporting person's continued employment with the issuer through such date. /s/ BY: CATHERINE L. HUGHES, ATTORNEY IN FACT FOR: JAMES F. ARRA 2018-10-03