LiveRamp Holdings, Inc.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. As previously reported, on July 17, 2026, Kristi Argyilan, who had served as a director of LiveRamp Holdings, Inc. (the “Company”) since February 11, 2026, resigned from the Board of Directors (the “Board”). Ms. Argyilan served as a member of the class of directors whose term expires at the 2028 annual meeting of stockholders. On August 17, 2026, the Board approved a reduction in the size of the Board from seven (7) directors to six (6) directors to eliminate the vacancy resulting from Ms. Argyilan’s resignation. The Board also completed a process to rebalance the membership of the Board so as to maintain the number of directors in each class of directors serving on the Board as nearly equal as possible, determining that one member of the Board should be redesignated from the class of directors elected at the 2026 special meeting of stockholders held on August 17, 2026 (the “Special Meeting”), whose term expires at the Company’s 2029 annual meeting of stockholders, to the class of directors whose term expires at the Company’s 2028 annual meeting of stockholders. Accordingly, effective August 17, 2026, following the Special Meeting, the Board, with the agreement of Ms. Vivian Chow, redesignated her as a member of the class of directors whose term expires at the 2028 annual meeting of stockholders.