Exhibit 107.1
Calculation of Filing Fee Table
Form S-8
(Form Type)
LiveRamp Holdings, Inc.
(Exact Name of Registrant as Specified in its Charter)
Newly Registered Securities
| Security Type | Security Class Title | Fee Calculation Rule | Amount Registered(1) | Proposed Maximum Offering Price Per Unit(3) | Maximum Aggregate Offering Price | Fee Rate | Amount of Registration Fee | |||||||||||||||||
| Equity | Common Stock, $.10 Par Value | Rule 457(c) and (h) | 4,500,000(2) | $ | 25.35 | $ | 114,075,000 | 0.0000927 | $ | 10,574.76 | ||||||||||||||
| Total Offering Amounts | $ | 114,075,000 | $ | 10,574.76 | ||||||||||||||||||||
| Total Fee Offsets | – | |||||||||||||||||||||||
| Net Fee Due | $ | 10,574.76 | ||||||||||||||||||||||
| (1) | Pursuant to Rule 416(a) under the Securities Act of 1933, the number of shares of Common Stock registered hereunder includes such indeterminate number of additional shares of Common Stock as may be offered or issued in the future to prevent dilution resulting from stock splits, stock dividends or similar transactions. |
| (2) | Represents 4,500,000 additional shares of Common Stock that, subject to stockholder approval, will become available for issuance pursuant to the Amended and Restated 2005 Equity Compensation Plan of LiveRamp Holdings, Inc. (the “Plan”). The Plan, which, as amended and restated, increases the number of shares of Common Stock issuable under the Plan by 4,500,000 shares, was approved by the board of directors of the Company on May 17, 2022 and is subject to stockholder approval at the Company’s next annual or special meeting of stockholders. If stockholder approval of the Plan is not obtained, these shares will not become available for issuance under the Plan. |
| (3) | Calculated solely for the purpose of determining the registration fee pursuant to Rule 457(c) and (h) under the Securities Act, based upon the average of the high and low sales prices of the shares of the registrant’s common stock as reported on the New York Stock Exchange on May 18, 2022. |