Form 4: Take-Two Director Susan Tolson Awarded Restricted Stock
Insider Transaction Report
Take-Two Interactive Software director Susan Tolson received an annual grant of 967 restricted common stock shares, scheduled to vest in October 2026.
Summary
- Susan Tolson, a Director at Take-Two Interactive Software Inc. (TTWO), was granted 967 shares of common stock.
- The transaction occurred on October 1, 2025, with an acquisition price of $0 per share.
- This grant represents an annual award of restricted common stock for non-employee directors under the company's 2017 Stock Incentive Plan.
- The awarded shares are scheduled to vest on October 1, 2026.
- Following this transaction, Ms. Tolson beneficially owns a total of 32,122 shares of common stock.
- The transaction was made pursuant to a Rule 10b5-1(c) plan.
Sentiment
Score: 7
Explanation: The sentiment is moderately positive. This is a routine, expected compensation event for a director, which aligns their interests with shareholders. It does not indicate any new operational or financial developments, but rather a stable and standard corporate governance practice.
Positives
- The grant of restricted stock aligns the director's interests with those of shareholders, promoting long-term value creation.
- It represents a standard component of non-employee director compensation, indicating stable corporate governance practices.
Risks
- No specific risks related to company operations or financial health are disclosed in this transaction report.
Future Outlook
The 967 shares of restricted common stock granted to Director Susan Tolson are scheduled to vest on October 1, 2026, subject to the terms of the company's 2017 Stock Incentive Plan.
Industry Context
The grant of restricted stock to non-employee directors is a common practice across publicly traded companies, serving as a form of compensation and a mechanism to align director incentives with long-term shareholder value.
Comparison to Industry Standards
- This type of annual restricted stock award for non-employee directors is a standard compensation practice, comparable to those observed in other large-cap technology and entertainment companies.
- The use of a Rule 10b5-1(c) plan for such transactions is also a common and accepted practice for insiders to manage their equity holdings in compliance with insider trading regulations.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Plan Utilization | The transaction was executed under the Issuer's Amended and Restated Take-Two Interactive Software, Inc. 2017 Stock Incentive Plan, demonstrating the ongoing use of established equity compensation frameworks. | 10/01/2025 | Reinforces the company's existing compensation structure for non-employee directors, aligning their long-term interests with company performance. |
Related Party Transactions
- The grant of restricted common stock to Susan Tolson, a director, constitutes a related party transaction, which is a standard and disclosed form of compensation for non-employee directors.
Stakeholder Impact
- Shareholders: The grant aligns the director's financial incentives with shareholder interests, potentially fostering decisions that enhance long-term company value.
- Employees: No direct impact on employees is indicated by this specific filing.
Next Steps
- The 967 restricted common stock shares will vest on October 1, 2026, subject to the terms of the 2017 Stock Incentive Plan.
Key Dates
| Date | Description |
|---|---|
| 10/01/2025 | Date of transaction for the acquisition of restricted common stock. |
| 10/03/2025 | Date the Form 4 filing was signed and submitted. |
| 10/01/2026 | Scheduled vesting date for the 967 restricted common stock shares. |
Recommendation
holdThis Form 4 filing details a routine, expected grant of restricted stock to a non-employee director as part of their compensation. It does not provide new material information regarding the company's operational performance, financial health, or strategic direction that would warrant a change in investment recommendation. The transaction is a standard corporate governance practice and is unlikely to significantly impact the company's valuation or stock price.
Keywords
TTWO, Take-Two Interactive, Susan Tolson, Form 4, Restricted Stock, Director Compensation, Stock Award, Insider Transaction, Corporate Governance
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