Form 4: Take-Two Director Siminoff Acquires 1,064 Shares

Ellen F. Siminoff, a director at Take-Two Interactive Software Inc., acquired 1,064 shares of common stock through a combination of an annual restricted stock award and a grant in lieu of cash fees.

Summary

• Ellen F. Siminoff, a Director of Take-Two Interactive Software Inc. (TTWO), acquired 1,064 shares of common stock on October 1, 2025.
• The acquisition was made at a price of $0 per share, indicating a grant rather than a purchase.
• This transaction includes an annual award of 967 shares of restricted common stock, which are scheduled to vest on October 1, 2026, under the company's 2017 Stock Incentive Plan.
• An additional 97 shares of common stock were granted in lieu of quarterly non-employee director cash retainer and applicable committee fees, and these shares were fully vested upon grant.
• Following this transaction, Ms. Siminoff directly beneficially owns 8,255 shares of common stock.
• She also indirectly beneficially owns 3,888 shares through the D&E Living Trust and 3,003 shares through the EFS 2020 Irrevocable Trust.

Sentiment

Score: 7

Explanation: The filing indicates a routine equity compensation grant to a director, which is generally positive as it aligns management/director interests with shareholders. No negative implications are present.

Positives

• Director Ellen F. Siminoff increased her direct beneficial ownership in Take-Two Interactive Software Inc. by 1,064 shares, aligning her interests with long-term shareholder value.
• The acquisition includes an annual restricted stock award, which is a common practice to incentivize directors.
• A portion of the shares (97) were granted in lieu of cash fees, indicating a preference for equity compensation over cash.

Future Outlook

967 shares of the acquired restricted common stock are scheduled to vest on October 1, 2026, subject to the terms of the Issuer's Amended and Restated Take-Two Interactive Software, Inc. 2017 Stock Incentive Plan.

Industry Context

This transaction reflects standard equity compensation practices for non-employee directors in the U.S. public company sector, aiming to align director interests with long-term shareholder value within the interactive entertainment industry.

Comparison to Industry Standards

• The grant of restricted stock and shares in lieu of cash fees is a common practice for compensating non-employee directors in publicly traded companies, similar to compensation structures seen at companies like Activision Blizzard (ATVI) or Electronic Arts (EA) within the interactive entertainment industry.
• The vesting schedule for restricted stock awards, typically over one year, is also standard for such grants to ensure continued director engagement.

Corporate Governance

Related Party Transactions

• Indirect beneficial ownership of 3,888 shares through the D&E Living Trust, where the Reporting Person and David Siminoff serve as co-trustees and retain voting and dispositive power.
• Indirect beneficial ownership of 3,003 shares through the EFS 2020 Irrevocable Trust, where the Reporting Person serves as trustee and holds voting and dispositive power.

Stakeholder Impact

• Shareholders: Increased alignment of director's interests with long-term shareholder value through equity compensation.

Next Steps

• Vesting of 967 restricted common shares on October 1, 2026.

Key Dates

Recommendation

This Form 4 reports a routine equity compensation grant to a non-employee director, which is an expected part of director remuneration. It does not provide new information that would significantly alter the investment thesis for Take-Two Interactive Software Inc. Therefore, it does not warrant a change in an existing investment recommendation.

Keywords

TTWO, Take-Two Interactive, Ellen Siminoff, Director, Stock Award, Restricted Stock, Equity Compensation, Insider Transaction, Form 4