SEC Form 4 · accession 0001127602-17-019687
TAKE TWO INTERACTIVE SOFTWARE INC · TTWO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Strauss Zelnick
Officer — Chairman, CEO · Director
Period of report
May 25, 2017
Accepted (ET)
May 30, 2017 · 4:39 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 | May 25, 2017 | A | 229,282 | $0.00 | A | 602,217 | I | By Zelnick Media Corporation |
| Common StockF3,F4 | May 25, 2017 | S | 35,000 | $78.5277 | D | 184,883 | I | By Zelnick Belzberg Living Trust |
| Common StockF5 | holding | — | — | — | 110,000 | I | By Wendy Jay Belzberg 2012 Family Trust |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents the grant of 229,282 restricted units to ZelnickMedia Corporation ("ZelnickMedia") pursuant to the Restricted Unit Agreement entered into by ZelnickMedia and the Company on May 25, 2017. Includes 66,122 time-based restricted units that are scheduled to vest on April 4, 2019 and 163,160 performance-based restricted units that are scheduled to vest on April 4, 2019. 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 May 25, 2017.
- F2Represents 602,217 restricted units held directly by ZelnickMedia, of which Mr. Zelnick is a partner (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.
- F3Represents a weighted average sales price of shares sold in multiple transactions at sales prices ranging from $78.02 to $78.88, 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.
- F4Represents 184,883 shares of Common Stock held by the Zelnick/Belzberg Living Trust (such securities are indirectly held by Mr. Zelnick). Mr. Zelnick disclaims beneficial ownership of the securities held by the Zelnick/Belzberg Living Trust except to the extent of his pecuniary interest therein.
- F5Represents 110,000 shares of Common Stock held by the Wendy Jay Belzberg 2012 Family Trust (such securities are indirectly held by Mr. Zelnick). Mr. Zelnick disclaims beneficial ownership of the securities held by the Wendy Jay Belzberg 2012 Family Trust except to the extent of his pecuniary interest therein.