April 12, 2024 · Form 4 insider transaction
ZELNICK STRAUSS sold 18,876 shares of Take-Two Interactive Software, Inc. at $0.00 per share, a transaction worth N/A. The trade was recorded as disposition to the issuer under a pre-scheduled Rule 10b5-1 plan and disclosed on an SEC Form 4, filed 4 days after the transaction.
EXPLANATORY NOTE: This Form 4 relates to (i) the vesting of 178,137 restricted units previously granted to ZelnickMedia Corporation ("ZelnickMedia") on April 13, 2022 under the Management Agreement, dated effective January 1, 2018, between the issuer and ZelnickMedia (the "Management Agreement"), and the sale of shares of Common Stock by ZelnickMedia, including in order to satisfy the tax obligations arising from such vesting, pursuant to a Rule 10b5-1 trading plan adopted on December 8, 2023 by ZelnickMedia, (ii) the forfeiture of 18,876 performance-based restricted units previously granted to ZelnickMedia on April 13, 2022 under the Management Agreement due to the failure to meet certain performance conditions, and (iii) the distribution by ZelnickMedia to certain of its employees of 87,286 shares of Common Stock received by ZelnickMedia upon such vesting in accordance with the customary historical practices of ZelnickMedia, in each case as further described below.; Represents the forfeiture of 18,876 performance-based restricted units previously granted to ZelnickMedia on April 13, 2022 due to the failure to meet certain performance conditions.; Represents 178,137 shares of Common Stock held directly by ZelnickMedia (in each case after giving effect to the forfeiture and vesting described in footnote (2) above and footnote (6) below), of which Mr. Zelnick is a partner (and such securities are not held individually by Mr. Zelnick). Mr. Zelnick disclaims beneficial ownership of the securities held by ZelnickMedia except to the extent of his pecuniary interest therein.