Form 4: Take-Two Legal Chief Sells Shares for Tax Obligations

Take-Two Interactive's Chief Legal Officer, Daniel P. Emerson, sold shares totaling approximately $535,000 to cover tax withholding obligations related to restricted stock unit settlements.

Summary

• Daniel P. Emerson, Chief Legal Officer of Take-Two Interactive Software Inc. (TTWO), reported two sales of common stock.
• On February 26, 2026, 1,698 shares were sold at a price of $213.62 per share.
• On March 2, 2026, an additional 810 shares were sold at a price of $213.47 per share.
• These sales were explicitly stated as 'sell to cover' transactions under a Rule 10b5-1 plan, solely to satisfy tax withholding obligations upon the settlement of previously granted restricted units, and do not represent discretionary trades.
• Following these transactions, Daniel P. Emerson beneficially owns 124,191 shares of common stock.
• The beneficially owned shares include 2,120 shares of Common Stock, 15,657 unvested time-based restricted stock units, and 106,414 unvested performance-based restricted stock units.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event, as the sales were non-discretionary 'sell to cover' transactions for tax purposes, a standard practice for executive equity compensation.

Future Outlook

NA

Management Comments

• "This 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

StockSavvy.ai notes that 'sell to cover' transactions are a common and routine practice for executives receiving equity compensation. These sales are typically pre-arranged under Rule 10b5-1 plans to manage tax liabilities upon the vesting of restricted stock units and are generally not indicative of a change in management's sentiment regarding the company's future performance or stock value.

Stakeholder Impact

• Minimal direct impact on shareholders as these are routine tax-related sales by an insider, not indicative of a change in company fundamentals or management's view on future performance.

Next Steps

• Unvested awards (restricted stock units) will vest, or fail to vest, in accordance with the terms of the applicable award agreements.

Key Dates

Recommendation

The filing details routine 'sell to cover' transactions by an executive to satisfy tax obligations on restricted stock unit settlements. These are non-discretionary sales and do not reflect a change in the executive's investment sentiment or the company's fundamentals, thus providing no new basis for a change in investment recommendation.

Keywords

Take-Two Interactive, TTWO, Form 4, Insider Transaction, Stock Sale, Restricted Stock Units, Tax Withholding, Daniel P. Emerson, Chief Legal Officer