The merger vote is the final major approval step. The stock should trade at or near the $38.50 cash consideration until closing. Monitor for the closing date and any potential competing bids, though the vote margin makes a competing bid unlikely. The non-binding 'no' vote on executive compensation is a governance signal but does not affect the merger's consummation.
Price Chart
Executive Summary
LiveRamp's special meeting of stockholders overwhelmingly approved the pending acquisition by Publicis Groupe for $38.50 per share, with 99.8% of votes cast in favor. Stockholders also approved an increase of 2.5 million shares under the equity compensation plan and re-elected three directors. However, on a non-binding advisory vote, stockholders did not approve the merger-related compensation for named executive officers, with 85.8% of votes cast against. This 8-K formalizes the shareholder votes that clear the final major regulatory and shareholder hurdle for the merger, which is expected to close shortly after the August 17 meeting.
Key Facts
- Stockholders adopted the Merger Agreement with 51,578,202 votes for, 60,073 against, and 53,553 abstentions (99.88% of votes cast in favor).
- Stockholders approved a 2,500,000 share increase under the Amended and Restated 2005 Equity Compensation Plan (49,911,265 for, 1,678,073 against).
- Directors Timothy R. Cadogan, Vivian Chow, and Scott E. Howe were re-elected for three-year terms.
- On a non-binding advisory vote, stockholders did NOT approve merger-related compensation for named executive officers (7,304,002 for, 44,262,875 against).
- The special meeting was held on August 17, 2026, with 92.23% of outstanding shares represented.
- The merger consideration is $38.50 per share in cash, as disclosed in the prior proxy statement.
Financial Impact
Stockholders approved the acquisition of LiveRamp by Publicis Groupe for $38.50 per share in cash, representing a total equity value of approximately $2.34 billion based on 60.8 million shares outstanding.
Risk Factors
- Risk of delayed closing due to regulatory approvals or litigation (three shareholder lawsuits were previously disclosed and addressed with supplemental disclosures).
- Risk that the merger fails to close, which would likely cause the stock to revert to pre-announcement levels (~$25-30 range).
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 6 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (RAMP) — Batch item 1 | 0001104659-26-097907 |
| Document: tm2623310d1_8k.htm | 0001104659-26-097907 |
| Document: 0001104659-26-097907-index-headers.html | 0001104659-26-097907 |
| Document: 0001104659-26-097907-index.html | 0001104659-26-097907 |
| Document: 0001104659-26-097907.txt | 0001104659-26-097907 |
| 8-K Filing (RAMP) — Batch item 6 | 0001104659-26-097907 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Aug 20, 2026 6w ago | 8-K | $37.58 $37.61 | ▲ +0.08% | ▲ +0.61% | $37.67 (+0.25%) |
Aug 17, 2026 6w ago | 8-K | $37.43 $37.87 | ▲ +1.18% | ▲ +2.92% | $37.67 (+0.65%) |
Aug 10, 2026 7w ago | DEFA14A / 8-K | $37.75 $37.74 | ▼ −0.03% | ▲ +0.89% | $37.67 (−0.20%) |
Jul 22, 2026 10w ago | Press Release | $37.68 $37.65 | ▼ −0.08% | ▼ −3.39% | $37.67 (−0.01%) |
Jul 6, 2026 12w ago | DEFM14A | $37.54 $37.87 | ▲ +0.88% | ▲ +1.44% | $37.67 (+0.36%) |
Jun 24, 2026 14w ago | PREM14A | $37.45 $37.66 | ▲ +0.56% | ▼ −1.37% | $37.67 (+0.60%) |
Jun 4, 2026 17w ago | DEFA14A | $37.42 $37.54 | ▲ +0.32% | ▼ −1.54% | $37.67 (+0.68%) |
Jun 3, 2026 17w ago | DEFA14A | $37.40 $37.73 | ▲ +0.88% | ▲ +1.88% | $37.67 (+0.74%) |
May 18, 2026 19w ago | DEFA14A | $37.77 $37.61 | ▼ −0.42% | ▼ −2.00% | $37.67 (−0.25%) |
May 18, 2026 19w ago | DEFA14A | $37.77 $37.61 | ▼ −0.42% | ▼ −2.00% | $37.67 (−0.25%) |
US Market Status
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