Other Information
+Added: The share numbers in this Item 5 represent the actual number of shares (not in millions).
Securities Trading Plans of Directors and Executive Officers
−Removed: During the three months ended June 30, 2023, none of the Company’s directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted, terminated or modified a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933, as amended) .
−Removed: 4.1 Fifth Supplemental Indenture, dated as of April 14, 2023, between the Company and The Bank of New York Mellon, as Trustee (incorporated by reference to Exhibit 4.1 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 14, 2023)
−Removed: 4.2 Sixth Supplemental Indenture, dated as of April 14, 2023, between the Company and The Bank of New York Mellon, as Trustee (incorporated by reference to Exhibit 4.2 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 14, 2023)
−Removed: 4.3 Form of Global Note representing 5.000% Senior Notes due 2026 (included as part of Exhibit 4.1) (incorporated by reference to Exhibit 4.3 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 14, 2023)
−Removed: 4.4 Form of Global Note representing 4.950% Senior Notes due 2028 (included as part of Exhibit 4.2) (incorporated by reference to Exhibit 4.4 of the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission on April 14, 2023)
−Removed: 10.1 Restricted Unit Agreement, dated as of June 1, 2023, by and between Take-Two Interactive Software, Inc.
−Removed: and ZMC Advisors, L.P.
−Removed: (incorporated by reference to Exhibit 10.2 of the Company’s Registration Statement on Form S-3 ASR filed with the Securities and Exchange Commission on June 1, 2023)
+Added: On August 23, 2023 , Michael Sheresky , a member of our Board of Directors , entered into a 10b5-1 trading plan (the “Plan”) intended to satisfy the affirmative defense of Rule 10b5-1(c) under the Exchange Act.
+Added: The Plan provides for the sale of up to an aggregate of 912 shares of the Company’s stock commencing November 24, 2023.
+Added: The Plan is designed to sell 50% of the restricted shares scheduled to vest in each of November 2023, February 2024, June 2024 and August 2024 to cover the tax obligation associated with the shares vesting.
+Added: The Plan terminates on the earlier of August 30, 2024 or the date all shares under the Plan are sold.
+Added: 10.1 Amended and Restated Take-Two Interactive Software, Inc.
+Added: 2017 Stock Incentive Plan (incorporated by reference to Annex B of the Company's Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission on July 27, 2023)
31.1 Chief Executive Officer Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
12 unchanged sentences
Attached as Exhibit 101 to this report are the following formatted in Inline XBRL (Extensible Business Reporting Language):
−Removed: (i) Condensed Consolidated Balance Sheets at June 30, 2023 (Unaudited) and March 31, 2023, (ii) Condensed Consolidated Statements of Operations for the three months ended June 30, 2023 and 2022 (Unaudited), (iii) Condensed Consolidated Statements of Comprehensive Loss for the three months ended June 30, 2023 and 2022 (Unaudited), (iv) Condensed Consolidated Statements of Cash Flows for the three months ended June 30, 2023 and 2022 (Unaudited), (v) Condensed Consolidated Statements of Equity for the three months ended June 30, 2023 and 2022 (Unaudited);
+Added: (i) Condensed Consolidated Balance Sheets at September 30, 2023 (Unaudited) and March 31, 2023, (ii) Condensed Consolidated Statements of Operations for the three and six months ended September 30, 2023 and 2022 (Unaudited), (iii) Condensed Consolidated Statements of Comprehensive Loss for the three and six months ended September 30, 2023 and 2022 (Unaudited), (iv) Condensed Consolidated Statements of Cash Flows for the six months ended September 30, 2023 and 2022 (Unaudited), (v) Condensed Consolidated Statements of Equity for the three and six months ended September 30, 2023 and 2022 (Unaudited);
and (vi) Notes to Condensed Consolidated Financial Statements (Unaudited).
2 unchanged sentences
TAKE-TWO INTERACTIVE SOFTWARE, INC.
−Removed: August 8, 2023 By:
+Added: November 8, 2023 By:
/s/ STRAUSS ZELNICK
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(Principal Executive Officer)
−Removed: August 8, 2023 By:
+Added: November 8, 2023 By:
/s/ LAINIE GOLDSTEIN
3 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.