Form 4 for TTWO Take-Two Interactive
Accepted 2022-04-21 00:00:00 ET · period of report 2022-04-19 · accession 0001127602-22-012305 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| I | 2022-04-21 | 2022-04-19 | TTWO | ZELNICK STRAUSS | COB, CEO, Dir | J - Other | $0.00 | -65.1K | 372.0K | -15% | $0 |
| 2022-04-21 | 2022-04-19 | TTWO | ZELNICK STRAUSS | COB, CEO, Dir | G - Gift | $0.00 | -40.1K | 0 | -100% | $0 | |
| I | 2022-04-21 | 2022-04-19 | TTWO | ZELNICK STRAUSS | COB, CEO, Dir | G - Gift | $0.00 | +40.1K | 110.1K | +57% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Stock | 2022-04-19 | J | D | 65,053 | $0.00 | 372,014 | I By Zelnick Media Corporation | — | — | (F1) EXPLANATORY NOTE: The Reporting Person filed a Form 4 on April 15, 2022 to report the annual grant and vesting of restricted units to ZelnickMedia Corporation ("ZelnickMedia") under the terms of the Management Agreement, dated as of November 17, 2017, and effective January 1, 2018 (the "Management Agreement"), between the issuer and ZelnickMedia. This Form 4 reports the distribution by ZelnickMedia to certain of its employees of 65,053 shares of Common Stock received by ZelnickMedia upon such vesting in accordance with the customary historical practices of ZelnickMedia. Such distributed Common Stock remains subject to the voting obligations and transfer restrictions of the Voting Agreement that ZelnickMedia entered into with the issuer and Zynga Inc. on January 9, 2022 in connection with the issuer's pending merger transaction with Zynga Inc. (F2) As previously reported, on April 13, 2022, 217,426 restricted units previously granted to ZelnickMedia vested. On April 19, 2022, ZelnickMedia distributed a total of 65,053 shares received upon such vesting to certain of its employees, including 40,103 shares to Mr. Zelnick, which shares Mr. Zelnick had previously indirectly beneficially owned through ZelnickMedia. (F3) Represents 372,014 restricted units held directly by ZelnickMedia, of which Mr. Zelnick is a partner (such securities are not held individually by Mr. Zelnick). Mr. Zelnick disclaims beneficial ownership of the securities held by ZelnickMedia except to the extent of his pecuniary interest therein. |
| 2 | Common | Common Stock | 2022-04-19 | G | D | 40,103 | $0.00 | 0 | D By Zelnick Belzberg Living Trust | — | — | (F4) Mr. Zelnick received 40,103 shares pursuant to a distribution, as further described in Footnote (2) above, which receipt was exempt from Section 16 as such shares were previously held by Mr. Zelnick indirectly through ZelnickMedia. Mr. Zelnick then contributed such securities to the Zelnick/Belzberg Living Trust in exchange for no consideration. (F5) Represents 110,052 shares of Common Stock held by the Zelnick/Belzberg Living Trust (such securities are indirectly held by Mr. Zelnick). Mr. Zelnick disclaims beneficial ownership of the securities held by the Zelnick/Belzberg Living Trust except to the extent of his pecuniary interest therein. |
| 3 | Common | Common Stock | 2022-04-19 | G | A | 40,103 | $0.00 | 110,052 | I | — | — | (F4) Mr. Zelnick received 40,103 shares pursuant to a distribution, as further described in Footnote (2) above, which receipt was exempt from Section 16 as such shares were previously held by Mr. Zelnick indirectly through ZelnickMedia. Mr. Zelnick then contributed such securities to the Zelnick/Belzberg Living Trust in exchange for no consideration. (F5) Represents 110,052 shares of Common Stock held by the Zelnick/Belzberg Living Trust (such securities are indirectly held by Mr. Zelnick). Mr. Zelnick disclaims beneficial ownership of the securities held by the Zelnick/Belzberg Living Trust except to the extent of his pecuniary interest therein. |