Form 4: TTWO Director Susan Tolson Receives Stock Grant

Take-Two Interactive Software director Susan Tolson was granted 254 shares of restricted common stock as part of the company's director compensation program.

Summary

• Susan Tolson, a Director of Take-Two Interactive Software Inc. (TTWO), acquired 254 shares of common stock.
• The acquisition occurred on August 14, 2025, at a price of $0 per share.
• This grant is part of the company's Director compensation program and the 2017 Stock Incentive Plan.
• The shares of restricted stock are scheduled to vest on the first anniversary of the "Pricing Date."
• The "Pricing Date" is defined as the average of the closing prices of the common stock on the thirty trading days prior to August 14, 2025, and is the fifth trading day following the filing of the Issuer's Quarterly Report on Form 10-Q.
• Following this transaction, Susan Tolson beneficially owns 31,155 shares of common stock.

Sentiment

Score: 7

Explanation: The filing reports a routine, positive event where a director receives equity compensation, aligning their interests with shareholders. This is a standard practice and indicates stability in corporate governance.

Positives

• The grant of restricted stock to a director aligns the director's interests with those of the shareholders, promoting long-term value creation.
• The transaction is part of a pre-existing, disclosed compensation program, indicating standard corporate governance practices.

Negatives

• No negative aspects are identified from this routine compensation grant.

Risks

• No specific risks are mentioned in this Form 4 filing, which primarily reports a transaction.

Future Outlook

The granted restricted shares are set to vest on the first anniversary of the Pricing Date, indicating a future milestone for this compensation.

Industry Context

Granting restricted stock to directors is a common practice in the technology and entertainment industries, including the video game sector, to incentivize long-term commitment and align leadership interests with shareholder value.

Comparison to Industry Standards

• The practice of granting restricted stock as part of director compensation is standard across publicly traded companies, including peers like Electronic Arts (EA) and Activision Blizzard (ATVI) (prior to acquisition), which also utilize equity-based compensation to attract and retain board talent.
• The specific number of shares and vesting schedule are typical for non-employee director compensation programs, designed to provide a long-term incentive without immediate liquidity.

Corporate Governance

Related Party Transactions

• The acquisition of shares by a director from the company constitutes a related party transaction, specifically a compensation grant.

Stakeholder Impact

• Shareholders: The grant aligns the director's financial interests with those of the shareholders, potentially leading to better long-term decision-making.
• Employees: No direct impact on employees is indicated by this specific filing.

Next Steps

• Vesting of the 254 restricted common shares on the first anniversary of the Pricing Date.

Key Dates

Keywords

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