Take-Two (NASDAQ: TTWO) director gets 103-share stock retainer grant

Rhea-AI Filing Summary

Viera Paul E reported acquisition or exercise transactions in this Form 4 filing.

TAKE TWO INTERACTIVE SOFTWARE INC director Paul E. Viera received a grant of 103 shares of Common Stock as compensation. The shares were granted under the company’s Amended and Restated 2017 Stock Incentive Plan in lieu of his quarterly non-employee director cash retainer and committee fees, and were fully vested upon grant.

Following the grant, Viera holds 17,180 shares of Common Stock directly. In addition, 74 shares are held by Earnest Institutional LLC, an affiliate of Earnest Partners LLC where he is a partner and Chief Executive Officer; he disclaims beneficial ownership of those shares except to the extent of his pecuniary interest. A further 75,000 shares are held by The PEV Revocable Living Trust and are indirectly held by Viera.

Insights

Equity compensation analyst

Routine stock grant replaces cash for Take-Two director fees.

Director Paul E. Viera elected to receive 103 shares of Take-Two Common Stock instead of his quarterly cash retainer and committee fees. The grant came under the company’s 2017 Stock Incentive Plan and was fully vested at the time of issuance.

This is a standard non-cash compensation event, not an open‑market purchase or sale. The filing also records his resulting positions: 17,180 shares held directly, 74 shares held by Earnest Institutional LLC where he has a pecuniary interest, and 75,000 shares held by The PEV Revocable Living Trust.

Insider Trade Summary

3 transactions reported

Mixed 3 txns

Insider Viera Paul E

Role Director

Type	Security	Shares	Price	Value
Grant/Award	Common Stock	103	$0.00	--
holding	Common Stock	--	--	--
holding	Common Stock	--	--	--

Holdings After Transaction: Common Stock — 17,180 shares (Direct); Common Stock — 74 shares (Indirect, By Earnest Institutional LLC)

Footnotes (1)

1. Represents shares of common stock granted under the Issuer's Amended and Restated Take-Two Interactive Software, Inc. 2017 Stock Incentive Plan in lieu of the quarterly non-employee director cash retainer and applicable committee fees at the election of the Reporting Person, which shares were fully vested upon grant. Represents 74 shares of Common Stock held directly by Earnest Institutional LLC, an affiliate of Earnest Partners LLC, of which Mr. Viera is a partner and the Chief Executive Officer (such securities are not held individually by Mr. Viera). Mr. Viera disclaims beneficial ownership of the securities held by Earnest Institutional LLC except to the extent of his pecuniary interest therein. Represents 75,000 shares of Common Stock held by The PEV Revocable Living Trust (such securities are indirectly held by Mr. Viera).

Key Figures

Stock grant: 103 shares of Common Stock Direct holdings after grant: 17,180 shares Indirect holdings via Earnest Institutional LLC: 74 shares +2 more

5 metrics

Stock grant 103 shares of Common Stock Granted in lieu of quarterly cash retainer and committee fees; fully vested upon grant

Direct holdings after grant 17,180 shares Common Stock held directly by Paul E. Viera following the award

Indirect holdings via Earnest Institutional LLC 74 shares Held by Earnest Institutional LLC; Viera disclaims beneficial ownership except pecuniary interest

Indirect holdings via revocable trust 75,000 shares Common Stock held by The PEV Revocable Living Trust and indirectly held by Viera

Transaction code Code A Classified as a grant, award, or other acquisition of non-derivative Common Stock

Key Terms

Stock Incentive Plan, pecuniary interest, Revocable Living Trust, non-employee director cash retainer

4 terms

Stock Incentive Plan financial

"granted under the Issuer's Amended and Restated Take-Two Interactive Software, Inc. 2017 Stock Incentive Plan"

A stock incentive plan is a company program that gives employees or directors pieces of ownership or the right to buy shares over time, similar to receiving a bonus paid in company stock instead of cash. Investors pay attention because these plans align staff incentives with long‑term company performance but can also dilute existing shareholders and affect reported profits when grants are expensed, so they influence both ownership percentages and financial results.

pecuniary interest financial

"disclaims beneficial ownership of the securities held by Earnest Institutional LLC except to the extent of his pecuniary interest therein"

Revocable Living Trust financial

"Represents 75,000 shares of Common Stock held by The PEV Revocable Living Trust"

non-employee director cash retainer financial

"in lieu of the quarterly non-employee director cash retainer and applicable committee fees"

Form 4 Insider Transactions: What Each Field Means →

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^*

Viera Paul E

(Last) (First) (Middle)

C/O TAKE-TWO INTERACTIVE SOFTWARE, INC.

110 WEST 44TH STREET

(Street)

NEW YORK NEW YORK 10036

(City) (State) (Zip)

UNITED STATES

(Country)

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)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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	04/01/2026		A		103(1)	A	$0	17,180	D
Common Stock								74	I	By Earnest Institutional LLC(2)
Common Stock								75,000	I	By The PEV Revocable Living Trust(3)

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 shares of common stock granted under the Issuer's Amended and Restated Take-Two Interactive Software, Inc. 2017 Stock Incentive Plan in lieu of the quarterly non-employee director cash retainer and applicable committee fees at the election of the Reporting Person, which shares were fully vested upon grant.

2. Represents 74 shares of Common Stock held directly by Earnest Institutional LLC, an affiliate of Earnest Partners LLC, of which Mr. Viera is a partner and the Chief Executive Officer (such securities are not held individually by Mr. Viera). Mr. Viera disclaims beneficial ownership of the securities held by Earnest Institutional LLC except to the extent of his pecuniary interest therein.

3. Represents 75,000 shares of Common Stock held by The PEV Revocable Living Trust (such securities are indirectly held by Mr. Viera).

	/s/ Aaron Diamond, attorney-in-fact for Mr. Paul Viera	04/02/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Paul E. Viera report in this Form 4 for TTWO?

Paul E. Viera reported receiving 103 shares of Take-Two Common Stock as a fully vested stock grant. The grant replaced his quarterly non-employee director cash retainer and applicable committee fees under the company’s 2017 Stock Incentive Plan.

Was the Form 4 transaction for TTWO a stock purchase or sale?

The Form 4 reports a stock grant, not a market trade. Viera acquired 103 shares as compensation under Take-Two’s stock incentive plan, in lieu of cash fees, with no purchase price and no open-market buying or selling involved.

How many Take-Two shares does Paul E. Viera hold after this filing?

After the reported grant, Viera holds 17,180 shares of Take-Two Common Stock directly. The filing also notes 74 shares held by Earnest Institutional LLC and 75,000 shares held by The PEV Revocable Living Trust as additional indirect positions.

What is the role of Earnest Institutional LLC in Viera’s TTWO holdings?

Earnest Institutional LLC holds 74 shares of Take-Two Common Stock, and is an affiliate of Earnest Partners LLC where Viera is a partner and CEO. He disclaims beneficial ownership of these shares, except for any pecuniary interest he may have in them.

How are the 75,000 TTWO shares in The PEV Revocable Living Trust treated?

The Form 4 states that 75,000 Take-Two shares are held by The PEV Revocable Living Trust. These shares are indirectly held by Paul E. Viera, reflecting a trust-related ownership structure rather than additional direct share purchases or sales.

Why did Viera receive Take-Two shares instead of cash fees?

Viera elected to receive his quarterly non-employee director cash retainer and applicable committee fees in Take-Two stock. Under the company’s Amended and Restated 2017 Stock Incentive Plan, he was granted 103 fully vested shares in lieu of receiving those amounts in cash.