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Filing Details

Accession Number:: 0001127602-20-013747
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2020-04-15 17:43:41
Reporting Period:: 2020-04-13

Accepted Time:: 2020-04-15 17:43:41
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
946581	Take Two Interactive Software Inc	TTWO	Services-Prepackaged Software (7372)	510350842

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1427810	Karl Slatoff	C/O Take-Two Interactive Software, Inc. 110 West 44Th Street New York NY 10036	President	No	Yes	No	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Acquisiton	2020-04-13	272,552	$0.00	884,123	No	4	A	Indirect	By Zelnick Media Corporation
Common Stock	Disposition	2020-04-13	59,060	$117.98	825,063	No	4	S	Indirect	By Zelnick Media Corporation
Common Stock	Disposition	2020-04-13	84,095	$118.83	740,968	No	4	S	Indirect	By Zelnick Media Corporation
Common Stock	Disposition	2020-04-13	73,199	$119.92	667,769	No	4	S	Indirect	By Zelnick Media Corporation
Common Stock	Disposition	2020-04-13	311	$120.41	667,458	No	4	S	Indirect	By Zelnick Media Corporation
Common Stock	Disposition	2020-04-14	3,191	$124.26	664,267	No	4	S	Indirect	By Zelnick Media Corporation
Common Stock	Disposition	2020-04-14	76,400	$0.00	587,867	No	4	J	Indirect	By Zelnick Media Corporation

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	A	Indirect	By Zelnick Media Corporation
No	4	S	Indirect	By Zelnick Media Corporation
No	4	S	Indirect	By Zelnick Media Corporation
No	4	S	Indirect	By Zelnick Media Corporation
No	4	S	Indirect	By Zelnick Media Corporation
No	4	S	Indirect	By Zelnick Media Corporation
No	4	J	Indirect	By Zelnick Media Corporation

Footnotes

EXPLANATORY NOTE: This Form 4 primarily relates to the grant of restricted stock units to ZelnickMedia on April 13, 2020 and the vesting of restricted stock units previously granted to ZelnickMedia in April 2018 and the sale of shares, including in order to satisfy the tax obligations arising from such vesting, pursuant to a previously established Rule 10b5-1 trading plan, as further described below.
Represents the grant of 272,552 restricted units to ZelnickMedia pursuant to the Restricted Unit Agreement entered into by ZelnickMedia and the Company on April 13, 2020. Includes 79,128 time-based restricted units that are scheduled to vest on April 13, 2022 and 193,424 performance-based restricted units that are scheduled to vest on April 13, 2022. Further information regarding the Restricted Unit Agreement and the restricted units, including the vesting schedule, is available in the Company's Registration Statement on Form S-3 filed with the Commission on April 13, 2020.
Represents 884,123 restricted units held directly by ZelnickMedia, of which Mr. Slatoff is a partner (such securities are not held individually by Mr. Slatoff). Mr. Slatoff disclaims beneficial ownership of the securities held by ZelnickMedia except to the extent of his pecuniary interest therein.
These transactions are reported on separate lines due to the range of the sale prices.
On April 13, 2020, 296,256 restricted units previously granted to ZelnickMedia vested. Such restricted units were registered at the time of grant pursuant to a registration statement filed with the Commission which was automatically declared effective on April 13, 2018. The reported sale transactions were effected pursuant to a Rule 10b5-1 trading plan, including to satisfy the tax obligations of the partners of ZelnickMedia upon the vesting of such restricted units.
Represents a weighted average sales price of shares sold in multiple transactions at sales prices ranging from $117.34 to $118.34, inclusive. Upon request, the Reporting Person undertakes to provide the full sale information regarding the number of shares sold at each price increment to the Commission, the issuer or any security holder of the issuer.
Represents 587,867 restricted units and 237,196 shares of Common Stock held directly by ZelnickMedia, of which Mr. Slatoff is a partner (such securities are not held individually by Mr. Slatoff). Mr. Slatoff disclaims beneficial ownership of the securities held by ZelnickMedia except to the extent of his pecuniary interest therein.
Represents a weighted average sales price of shares sold in multiple transactions at sales prices ranging from $118.35 to $119.35, inclusive. Upon request, the Reporting Person undertakes to provide the full sale information regarding the number of shares sold at each price increment to the Commission, the issuer or any security holder of the issuer.
Represents 587,867 restricted units and 153,101 shares of Common Stock held directly by ZelnickMedia, of which Mr. Slatoff is a partner (such securities are not held individually by Mr. Slatoff). Mr. Slatoff disclaims beneficial ownership of the securities held by ZelnickMedia except to the extent of his pecuniary interest therein.
Represents a weighted average sales price of shares sold in multiple transactions at sales prices ranging from $119.36 to $120.36, inclusive. Upon request, the Reporting Person undertakes to provide the full sale information regarding the number of shares sold at each price increment to the Commission, the issuer or any security holder of the issuer.
Represents 587,867 restricted units and 79,902 shares of Common Stock held directly by ZelnickMedia, of which Mr. Slatoff is a partner (such securities are not held individually by Mr. Slatoff). Mr. Slatoff disclaims beneficial ownership of the securities held by ZelnickMedia except to the extent of his pecuniary interest therein.
Represents a weighted average sales price of shares sold in multiple transactions at sales prices ranging from $120.40 to $120.43, inclusive. Upon request, the Reporting Person undertakes to provide the full sale information regarding the number of shares sold at each price increment to the Commission, the issuer or any security holder of the issuer.
Represents 587,867 restricted units and 79,591 shares of Common Stock held directly by ZelnickMedia, of which Mr. Slatoff is a partner (such securities are not held individually by Mr. Slatoff). Mr. Slatoff disclaims beneficial ownership of the securities held by ZelnickMedia except to the extent of his pecuniary interest therein.
Represents 587,867 restricted units and 76,400 shares of Common Stock held directly by ZelnickMedia, of which Mr. Slatoff is a partner (such securities are not held individually by Mr. Slatoff). Mr. Slatoff disclaims beneficial ownership of the securities held by ZelnickMedia except to the extent of his pecuniary interest therein.
On April 13, 2020, 296,256 restricted units previously granted to ZelnickMedia vested. Following such vest, ZelnickMedia distributed a total of 76,400 shares received upon vesting to its employees, but none of which were distributed to Mr. Slatoff.
Represents 587,867 restricted units held directly by ZelnickMedia, of which Mr. Slatoff is a partner (such securities are not held individually by Mr. Slatoff). Mr. Slatoff disclaims beneficial ownership of the securities held by ZelnickMedia except to the extent of his pecuniary interest therein.