Dillard Lauren R 4

What Happened
Lauren R. Dillard, Chief Financial Officer of LiveRamp Holdings, had a total of 4,857 restricted stock units (RSU) shares withheld by the company on February 22, 2026 to satisfy her tax obligations when those RSUs vested. The withholding occurred in three tranches: 860 shares @ $25.64 = $22,050; 2,162 shares @ $25.64 = $55,434; and 1,835 shares @ $25.64 = $47,049. Combined value of shares withheld: $124,533. These shares were disposed of by the issuer for tax withholding (transaction code F), a routine administrative action rather than an open-market sale.

Key Details

• Transaction date: February 22, 2026; Form 4 filed February 23, 2026 (timely — within SEC filing window).
• Prices: $25.64 per share for each tranche.
• Shares withheld/disposed: 860, 2,162, and 1,835 (total 4,857). Total value ≈ $124,533.
• Shares owned after transaction: not specified in the provided filing excerpt.
• Footnote: F1 — issuer withheld shares to satisfy the reporting person’s tax obligations upon RSU vesting.
• Transaction code: F (tax withholding).

Context
This was a tax-withholding action tied to RSU vesting (a common "sell-to-cover" type administrative transaction). It is routine and does not necessarily indicate the insider is reducing their stake by choice — the company simply retained shares to meet withholding taxes. For retail investors, purchases and open-market sales typically carry more direct signal value than routine withholding.