Take-Two Interactive Reports Director/Officer Changes & More

TL;DR

TTWO filed an 8-K: director/officer changes, votes, and financials. Keep an eye on leadership moves.

AI Summary

Take-Two Interactive Software, Inc. filed an 8-K on September 19, 2025, reporting on events from September 18, 2025. The filing covers the departure and election of directors, appointment of officers, and compensatory arrangements. It also includes information on matters submitted to a vote of security holders and financial statements/exhibits.

Why It Matters

This filing indicates potential shifts in company leadership and governance, which could influence strategic decisions and investor confidence.

Risk Assessment

Risk Level: low — The filing reports routine corporate governance and financial updates, not immediate financial distress or significant operational changes.

Key Numbers

• 001-34003 — SEC File Number (Identifier for Take-Two Interactive Software, Inc.)
• 51-0350842 — IRS Employer Identification No. (Tax identification for Take-Two Interactive Software, Inc.)

Key Players & Entities

• TAKE-TWO INTERACTIVE SOFTWARE, INC. (company) — Registrant
• Delaware (jurisdiction) — State of incorporation
• New York (location) — Principal executive offices city

FAQ

Key Financial Figures

• $0.01 — 4 shares of its common stock, par value $0.01 per share (the "Common Stock"), issued

Filing Documents

• ttwo-20250918.htm (8-K) — 64KB
• 0001628280-25-042186.txt ( ) — 178KB
• ttwo-20250918.xsd (EX-101.SCH) — 2KB
• ttwo-20250918_lab.xml (EX-101.LAB) — 21KB
• ttwo-20250918_pre.xml (EX-101.PRE) — 12KB
• ttwo-20250918_htm.xml (XML) — 3KB

02

Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. Approval of Amendment and Restatement of the 2017 Stock Incentive Plan On September 18, 2025, the stockholders of Take-Two Interactive Software, Inc. (the "Company") approved and adopted an amendment and restatement of the Amended and Restated Take-Two Interactive Software, Inc. 2017 Stock Incentive Plan (the "2017 Plan") at the Company's annual meeting of stockholders (the "Annual Meeting"). Additional information regarding the results of the Company's Annual Meeting is set forth below in this Report under Item 5.07. The amendment and restatement of the 2017 Plan (i) increases the shares reserved under the 2017 Plan by 5,200,000 shares, and (ii) extends the term of the 2017 Plan to September 18, 2035. No other changes were made to the 2017 Plan. The foregoing description of the amendment and restatement of the 2017 Plan is qualified in its entirety by the full text of the 2017 Plan, as amended and restated, which is attached as Annex B to the Company's definitive proxy statement on Schedule 14A filed with the Securities and Exchange Commission on July 28, 2025, and is incorporated by reference herein as Exhibit 10.1.

07

Item 5.07 Submission of Matters to a Vote of Security Holders. On September 18, 2025, the Company held its Annual Meeting virtually via live audio-only webcast. As of the record date for the Annual Meeting, the Company had 184,467,164 shares of its common stock, par value $0.01 per share (the "Common Stock"), issued and outstanding. At the Annual Meeting, 162,145,195 shares of Common Stock were represented in person or by proxy. The following matters were submitted to a vote of the stockholders at the Annual Meeting. 1. Votes regarding the election of the persons named below as directors for a term expiring at the annual meeting of stockholders in 2026 and until their respective successors have been duly elected and qualified were as follows: For Against Abstain Broker Non-Votes Strauss Zelnick 142,729,073 8,084,221 456,370 10,875,531 Michael Dornemann 144,054,665 7,116,511 98,488 10,875,531 William "Bing" Gordon 150,203,490 963,168 103,006 10,875,531 Roland Hernandez 145,498,616 5,668,962 102,086 10,875,531 J Moses 143,237,874 7,930,906 100,884 10,875,531 Michael Sheresky 137,277,231 13,891,235 101,198 10,875,531 Ellen Siminoff 149,847,879 1,196,570 225,215 10,875,531 LaVerne Srinivasan 150,994,952 172,452 102,260 10,875,531 Susan Tolson 147,342,990 3,824,847 101,827 10,875,531 Paul Viera 150,937,214 229,604 102,846 10,875,531 Based on the votes set forth above, the foregoing persons were duly elected to serve as directors, for a term expiring at the annual meeting of stockholders in 2026 and until their respective successors have been duly elected and qualified. 2. Advisory votes regarding the approval of the compensation of the named executive officers were as follows: For Against Abstain Broker Non-Votes 143,533,691 7,442,714 293,259 10,875,531 Based on the advisory votes set forth above, the compensation of the named executive officers was duly approved, on an advisory basis, by our stockholders. 2 3. Votes regarding the approval of t

Financial Statements and Exhibits

Financial Statements and Exhibits. (d) Exhibits: Incorporated by Reference Exhibit No. Description Form Exhibit Filing Date Filed Herewith 10.1 Amended and Restated Take-Two Interactive Software, Inc. 2017 Stock Incentive Plan DEF 14A B July 28, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) X 3

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. TAKE-TWO INTERACTIVE SOFTWARE, INC. By: /s/ Matthew Breitman Name: Matthew Breitman Title: Senior Vice President, General Counsel Americas & Corporate Secretary Date: September 19, 2025 4

View Full Filing

View this 8-K filing on SEC EDGAR