0001127602-21-013752.txt : 20210415
0001127602-21-013752.hdr.sgml : 20210415
20210415165302
ACCESSION NUMBER: 0001127602-21-013752
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20210413
FILED AS OF DATE: 20210415
DATE AS OF CHANGE: 20210415
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Slatoff Karl
CENTRAL INDEX KEY: 0001427810
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34003
FILM NUMBER: 21829109
MAIL ADDRESS:
STREET 1: C/O ZELNICKMEDIA CORPORATION
STREET 2: 19 WEST 44TH STREET, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10036
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TAKE TWO INTERACTIVE SOFTWARE INC
CENTRAL INDEX KEY: 0000946581
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 510350842
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0331
BUSINESS ADDRESS:
STREET 1: 110 WEST 44TH STREET
CITY: NEW YORK
STATE: NY
ZIP: 10036
BUSINESS PHONE: 646 536 2842
MAIL ADDRESS:
STREET 1: 110 WEST 44TH STREET
CITY: NEW YORK
STATE: NY
ZIP: 10036
4
1
form4.xml
PRIMARY DOCUMENT
X0306
4
2021-04-13
0000946581
TAKE TWO INTERACTIVE SOFTWARE INC
TTWO
0001427810
Slatoff Karl
C/O TAKE-TWO INTERACTIVE SOFTWARE, INC.
110 WEST 44TH STREET
NEW YORK
NY
10036
1
President
Common Stock
2021-04-13
4
A
0
175001
0
A
762868
I
By Zelnick Media Corporation
Common Stock
2021-04-13
4
S
0
119781
182.381
D
643087
I
By Zelnick Media Corporation
Common Stock
2021-04-13
4
S
0
105822
182.9198
D
537265
I
By Zelnick Media Corporation
Common Stock
2021-04-13
4
S
0
36517
184.0589
D
500748
I
By Zelnick Media Corporation
Common Stock
2021-04-13
4
S
0
8864
184.9868
D
491884
I
By Zelnick Media Corporation
Common Stock
2021-04-13
4
J
0
44331
0
D
447553
I
By Zelnick Media Corporation
EXPLANATORY NOTE: This Form 4 primarily relates to the grant of restricted stock units to ZelnickMedia Corporation ("ZelnickMedia") on April 13, 2021 and the vesting of restricted stock units previously granted to ZelnickMedia in April 2019 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 175,001 restricted units to ZelnickMedia pursuant to the Restricted Unit Agreement entered into by ZelnickMedia and the Company on April 13, 2021. Includes 50,807 time-based restricted units that are scheduled to vest on April 13, 2023 and 124,194 performance-based restricted units that are scheduled to vest on April 13, 2023. 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, 2021.
Represents 762,868 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, 2021, 315,315 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 15, 2019. The reported sale transactions were effected pursuant to a previously established 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 $181.64 to $182.64, 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 447,553 restricted units and 195,534 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 $182.65 to $183.65, 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 447,553 restricted units and 89,712 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 $183.66 to $184.60, 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 447,553 restricted units and 53,195 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 $184.67 to $185.63, 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 447,553 restricted units and 44,331 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, 2021, 315,315 restricted units previously granted to ZelnickMedia vested. Following such vest, ZelnickMedia distributed a total of 44,331 shares received upon vesting to its employees, but none of which were distributed to Mr. Slatoff.
Represents 447,553 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.
/s/ Karl Slatoff
2021-04-15