Form 4: Take-Two Interactive Chief Legal Officer Sells Shares to Cover Tax Obligations

Take-Two Interactive's Chief Legal Officer, Daniel P. Emerson, sold shares to cover tax obligations related to the vesting of restricted stock units.

Summary

• Daniel P. Emerson, Chief Legal Officer of Take-Two Interactive, sold 777 shares of common stock on December 2, 2024, at a price of $187.64 per share.
• He then sold an additional 618 shares on December 3, 2024, at $188.35 per share.
• These sales were executed to cover tax withholding obligations arising from the vesting of previously granted restricted stock units.
• Following these transactions, Mr. Emerson beneficially owns 148,761 shares of Take-Two Interactive common stock.
• This total includes 834 shares of common stock, 20,567 unvested time-based restricted stock units, and 127,360 unvested performance-based restricted stock units.

Sentiment

Score: 5

Explanation: The document reflects a routine transaction for tax purposes, not indicative of any positive or negative sentiment towards the company's performance.

Management Comments

• The sale was effected pursuant to a Rule 10b5-1 'sell to cover' election made by the Reporting Person for the sole purpose to satisfy the Reporting Person's tax withholding obligation upon the settlement of previously granted restricted units.
• This sale does not represent a discretionary trade by the Reporting Person.

Industry Context

This is a routine transaction for executives who receive stock-based compensation. It is common for executives to sell shares to cover tax obligations when restricted stock units vest.

Comparison to Industry Standards

• Similar transactions are common among executives at publicly traded companies, particularly in the technology and gaming sectors.
• Many companies use restricted stock units as part of their compensation packages, leading to similar tax-related sales by executives.
• Companies like Activision Blizzard and Electronic Arts also see similar filings from their executives.

Stakeholder Impact

• The stock sales have a minimal impact on shareholders as they are routine transactions for tax purposes.

Key Dates

Keywords

Take-Two Interactive, TTWO, Daniel P. Emerson, Chief Legal Officer, stock sale, Form 4, restricted stock units, tax obligations, insider trading