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TTWO Form 4: Michael Dornemann receives 254 restricted shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Take-Two Interactive (TTWO) director Michael Dornemann was granted 254 restricted shares of common stock under the company's Director compensation program and the 2017 Stock Incentive Plan on 08/14/2025. The award was issued at a reported price of $0 and the restricted shares vest on the first anniversary of the Pricing Date used to determine the grant size. After this reported acquisition, Mr. Dornemann beneficially owned 21,948 shares. The Form 4 was signed by an attorney-in-fact on behalf of Mr. Dornemann on 08/18/2025. The filing states the grant amount was calculated using the average closing price over the 30 trading days prior to the Pricing Date.

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Insights

TL;DR Routine director equity grant aligns director compensation with shareholder interests; no unusual terms disclosed.

The Form 4 shows a standard restricted stock grant to a director under the issuers director compensation program and 2017 Stock Incentive Plan. The grant of 254 shares vests one year after the Pricing Date and was recorded as issued at $0 on the Form 4, consistent with awards that use an administrative accounting of share-based awards rather than a cash purchase by the director. The filing discloses post-transaction beneficial ownership of 21,948 shares. This is a customary governance action to align a directors incentives with equity performance; the filing includes no additional restrictions, accelerated vesting, or related-party sale details.

TL;DR Administrative insider filing reporting a directors restricted share grant; data are routine and informational for Section 16 compliance.

The submission complies with Section 16 reporting by documenting an acquisition (code A) of restricted common stock on 08/14/2025. The explanation clarifies that the share count was determined using a 30-trading-day average closing price before the Pricing Date. There are no derivative transactions or dispositions reported. For investors and compliance teams, this is a standard Form 4 disclosure reflecting compensation-related issuance rather than market trades.

Insider Dornemann Michael
Role Director
Type Security Shares Price Value
Grant/Award Common Stock 254 $0.00 $0.00
Holdings After Transaction: Common Stock — 21,948 shares (Direct)
Footnotes (1)
  1. F1. Represents the acquisition of shares pursuant to a grant of restricted common stock pursuant to the Director compensation program (the "Program") and the Issuer's 2017 Stock Incentive Plan (the "Stock Plan"). The shares of restricted stock vest on the first anniversary of the Pricing Date (as defined below). As provided by the terms of the Program and the Stock Plan, (i) the grant date was August 14, 2025; and (ii) the number of shares were determined based on the dollar value of the award and the average of the closing prices of the common stock on the thirty trading days prior to August 14, 2025 (the "Pricing Date"), the fifth trading day following the filing of the Issuer's Quarterly Report on Form 10-Q.

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FAQ

What did Michael Dornemann report on the TTWO Form 4?
He reported the acquisition of 254 restricted shares of Take-Two common stock under the director compensation program on 08/14/2025.

How many TTWO shares does Michael Dornemann beneficially own after the transaction?
21,948 shares are reported as beneficially owned following the acquisition.

When do the restricted TTWO shares vest?
The restricted shares vest on the first anniversary of the Pricing Date used to determine the grant size.

What price was reported for the restricted stock grant on the Form 4?
The Form 4 lists a price of $0 for the restricted stock grant, consistent with issuance under a compensation plan.

Under which plan were the TTWO restricted shares granted?
The grant was made under the issuers Director compensation program and the 2017 Stock Incentive Plan.
SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Dornemann Michael
(Last) (First) (Middle)
C/O TAKE-TWO INTERACTIVE SOFTWARE, INC.
110 WEST 44TH STREET
(Street)
NEW YORK NY 10036
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TAKE TWO INTERACTIVE SOFTWARE INC [ TTWO ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/14/2025
4. If Amendment, Date of Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 08/14/2025 A 254(1) A $0 21,948 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Explanation of Responses:
1. Represents the acquisition of shares pursuant to a grant of restricted common stock pursuant to the Director compensation program (the "Program") and the Issuer's 2017 Stock Incentive Plan (the "Stock Plan"). The shares of restricted stock vest on the first anniversary of the Pricing Date (as defined below). As provided by the terms of the Program and the Stock Plan, (i) the grant date was August 14, 2025; and (ii) the number of shares were determined based on the dollar value of the award and the average of the closing prices of the common stock on the thirty trading days prior to August 14, 2025 (the "Pricing Date"), the fifth trading day following the filing of the Issuer's Quarterly Report on Form 10-Q.
/s/ Aaron Diamond, attorney-in-fact for Mr. Michael Dornemann 08/18/2025
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

Source: View Original Filing on SEC EDGAR