Item 5. Other Information
Item 5. Other Information
The share numbers in this Item 5 represent the actual number of shares (not in millions).
Securities Trading Plans of Directors and Executive Officers
Our Section 16 officers and directors, as defined in Rule 16a-1(f) of the Securities Exchange Act of 1934 (the “Exchange Act”), may from time to time enter into plans for the purchase or sale of our common stock that are intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) of the Exchange Act. During the quarter ended December 31, 2025, the following Section 16 officers and directors, as defined in Rule 16a1(f), adopted, modified, or terminated “Rule 10b5-1 trading arrangements” (as defined in Item 408 of Regulation S-K of the Exchange Act):
• On November 17, 2025 , ZMC Advisors, L.P. (“ZMC”) adopted a new written trading plan. Pursuant to our Management Agreement with ZMC, Strauss Zelnick , a partner of ZMC, serves as our Executive Chairman and Chief Executive Officer , and Karl Slatoff, a partner of ZMC, serves as our President. The plan’s maximum duration is until June 12, 2026 and the first trade will not occur until June 1, 2026, at the earliest. The trading plan is intended to permit ZMC to sell 49.9% of the shares of our common stock that vest (if any) on June 1, 2026 pursuant to certain Restricted Stock Units that are subject to vesting on such date, in order to satisfy the tax obligations arising from such vesting.
• On November 18, 2025 , Michael Sheresky , a member of our Board of Directors , adopted a new written trading plan. The plan’s maximum duration is until October 9, 2026 and the first trade will not occur until February 17, 2026, at the earliest. The trading plan is intended to permit Mr. Sheresky to sell up to an aggregate of 896.5 shares of our common stock. Specifically, the plan is designed to sell 50% of the restricted shares scheduled to vest in each of February 2026, May 2026, August 2026 and October 2026 to cover the tax obligation associated with the shares vesting.
• On December 2, 2025 , Karl Slatoff , our President , adopted a new written trading plan. The plan’s maximum duration is until December 31, 2026 and the first trade will not occur until June 3, 2026, at the earliest. The trading plan is intended to permit Mr. Slatoff to sell up to 100% of the vested shares of our common stock that are
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received by him upon distribution from ZMC, if any, following the vesting of certain Restricted Stock Units held by ZMC that are subject to vesting on June 1, 2026.
• On December 2, 2025 , William “Bing” Gordon , a member of our Board of Directors , adopted a new written trading plan. The plan’s maximum duration is until March 13, 2026 and the first trade will not occur until March 2, 2026, at the earliest. The trading plan is intended to permit Mr. Gordon to sell up to an aggregate of 5,000 shares of our common stock.
No other Section 16 officers or directors, as defined in Rule 16a-1(f), adopted, modified, or terminated a “Rule 10b5-1 trading arrangement” or a “non-Rule 10b5-1 trading arrangement,” as defined in Item 408 of Regulation S-K, during the three months ended December 31, 2025.
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Item 6. Exhibits
Exhibits:
10.1 Third Amendment to Lease, dated as of December 22, 2025, by and between Take-Two Interactive Software, Inc. and DOLP 1133 Properties III LLC
31.1 Chief Executive Officer Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2 Chief Financial Officer Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1 Chief Executive Officer Certification pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2 Chief Financial Officer Certification pursuant to 18 U.S.C. Section 1350, as adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS The Instance Document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH Inline XBRL Taxonomy Extension Schema Document
101.CAL Inline XBRL Taxonomy Calculation Linkbase Document
101.LAB Inline XBRL Taxonomy Label Linkbase Document
101.PRE Inline XBRL Taxonomy Presentation Linkbase Document
101.DEF Inline XBRL Taxonomy Extension Definition Document
________________________________________________________________________________________________________________________________
Attached as Exhibit 101 to this report are the following formatted in Inline XBRL (Extensible Business Reporting Language): (i) Condensed Consolidated Balance Sheets at December 31, 2025 (Unaudited) and March 31, 2025, (ii) Condensed Consolidated Statements of Operations for the three and nine months ended December 31, 2025 and 2024 (Unaudited), (iii) Condensed Consolidated Statements of Comprehensive Income (Loss) for the three and nine months ended December 31, 2025 and 2024 (Unaudited), (iv) Condensed Consolidated Statements of Cash Flows for the nine months ended December 31, 2025 and 2024 (Unaudited), (v) Condensed Consolidated Statements of Equity for the three and nine months ended December 31, 2025 and 2024 (Unaudited); and (vi) Notes to Condensed Consolidated Financial Statements (Unaudited).
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
TAKE-TWO INTERACTIVE SOFTWARE, INC.
(Registrant)
Date: February 3, 2026 By: /s/ STRAUSS ZELNICK
Strauss Zelnick
Chairman and Chief Executive Officer
(Principal Executive Officer)
Date: February 3, 2026 By: /s/ LAINIE GOLDSTEIN
Lainie Goldstein
Chief Financial Officer
(Principal Financial Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.