Form 4: Take-Two Interactive Director Receives Restricted Stock Grant as Compensation

Sentiment:

Statement of Changes in Beneficial Ownership


Jon J. Moses, a Director at Take-Two Interactive Software Inc., has acquired 262 shares of restricted common stock as part of the company's director compensation program.

Summary

  • Jon J. Moses, a Director of Take-Two Interactive Software Inc. (TTWO), acquired 262 shares of common stock on May 28, 2025.
  • The acquisition was a grant of restricted common stock under the company's Director compensation program and the 2017 Stock Incentive Plan.
  • The shares were acquired at a price of $0, indicating they were granted as compensation rather than purchased.
  • Following this transaction, Mr. Moses beneficially owns a total of 23,647 shares of common stock.
  • The restricted shares are set to vest on the first anniversary of the 'Pricing Date', which was determined by the average closing prices of the common stock on the thirty trading days prior to May 28, 2025.

Sentiment

Score: 6

Explanation: The sentiment is neutral to slightly positive. It's a routine compensation event, indicating stability and adherence to established compensation plans, which is generally viewed favorably as it aligns director interests with shareholders. No negative implications are present.

Positives

  • The grant of restricted stock aligns the director's interests with those of shareholders, as the value of the compensation is tied to the company's stock performance.
  • The transaction is part of a pre-existing Director compensation program and Stock Incentive Plan, indicating a structured approach to executive and director remuneration.

Future Outlook

The acquired restricted shares are scheduled to vest on the first anniversary of the 'Pricing Date', which was based on the average closing prices of the common stock on the thirty trading days prior to May 28, 2025.

Management Comments

  • The acquisition of shares represents a grant of restricted common stock pursuant to the Director compensation program and the Issuer's 2017 Stock Incentive Plan.

Industry Context

This filing reflects a routine compensation event for a director within the video game and interactive entertainment industry, where equity-based compensation is a common practice to align management and director incentives with shareholder value.

Comparison to Industry Standards

  • Equity grants to directors are a standard practice across publicly traded companies, including those in the technology and entertainment sectors, such as Microsoft (MSFT), Sony (SONY), and Electronic Arts (EA), to incentivize long-term performance and retention.
  • The use of a 'Director compensation program' and a 'Stock Incentive Plan' is consistent with robust corporate governance frameworks seen in leading companies globally.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Compensation Program UtilizationThe grant of restricted common stock was made pursuant to the Director compensation program and the Issuer's 2017 Stock Incentive Plan.05/28/2025Reinforces the existing framework for director compensation, aligning director incentives with long-term company performance through equity ownership.

Related Party Transactions

  • The acquisition of restricted common stock by Jon J. Moses, a Director, from Take-Two Interactive Software Inc. is a related party transaction, consistent with standard director compensation practices.

Stakeholder Impact

  • Shareholders: The grant is a form of non-cash compensation that aligns the director's interests with shareholder value, as the value of the shares is tied to the company's stock performance.
  • Employees: No direct impact on general employees is indicated by this specific filing, though it reflects the company's broader compensation philosophy for leadership.

Next Steps

  • The restricted shares granted to Jon J. Moses are expected to vest on the first anniversary of the Pricing Date.

Key Dates

DateDescription
05/28/2025Grant date of 262 shares of restricted common stock to Jon J. Moses.
05/30/2025Date the Form 4 filing was signed by Aaron Diamond, attorney-in-fact for Jon J. Moses.

Keywords

Take-Two Interactive Software, TTWO, SEC Form 4, Restricted Stock, Director Compensation, Stock Grant, Insider Ownership, Corporate Governance, Equity Compensation

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