SEC Form 4 · accession 0001104659-15-043269
TAKE TWO INTERACTIVE SOFTWARE INC · TTWO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lainie Goldstein
Officer — Chief Financial Officer
Period of report
Jun 1, 2015
Accepted (ET)
Jun 3, 2015 · 9:02 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000946581
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jun 1, 2015 | A | 64,665 | $0.00 | A | 590,781 | D | |
| Common StockF3,F4 | Jun 3, 2015 | S | 21,295 | $28.0401 | D | 569,486 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents the grant of 64,655 restricted units to Ms. Goldstein under the Take-Two Interactive Software, Inc. 2009 Stock Incentive Plan. Includes (i) 12,933 time-based restricted units that vest in three equal annual installments commencing on June 1, 2016 and (ii) 51,732 performance-based restricted units that vest in two equal annual installments commencing on June 1, 2017, subject to the satisfaction of certain performance criteria. The number of restricted units was determined based on the dollar value of the award and the average of the closing prices of the common stock on the ten trading days prior to June 1, 2015, the fifth trading day following the filing of the Issuer's Annual Report on Form 10-K.
- F2The number of shares of common stock that may be issued upon vesting of the performance-based units assumes the achievement of the maximum performance criteria (200% of target) established by the Issuer's Compensation Committee; however the actual number of such shares may range from zero to 51,732, with the number of shares at target performance equal to 25,866.
- F3This transaction was effected pursuant to a Rule 10b5-1 trading plan entered into by the Reporting Person.
- F4Represents a weighted average sales price of shares sold in multiple transactions at sales prices ranging from $28.01 to $28.06, 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.