TAKE TWO INTERACTIVE SOFTWARE INC — Director's Dealing 2014

Apr 3, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TAKE TWO INTERACTIVE SOFTWARE INC (TTWO)
CIK: 0000946581
Period of Report: 2014-04-01

Reporting Person: Slatoff Karl (President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-04-01	Common Stock	A	619490	—	Acquired	2514240	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2905	Direct

Footnotes

F1: Represents the grant of 619,490 restricted units to ZelnickMedia Corporation ("ZelnickMedia") pursuant to the Restricted Unit Agreement entered into by ZelnickMedia and the Company on April 1, 2014 (the "Effective Date"). Includes 178,654 shares of time-based restricted units that vest on April 1, 2016 and 440,836 shares of performance-based restricted units. Further information regarding the Restricted Unit Agreement and the restricted units, including the vesting schedule, is available in the Company's Current Report on Form 8-K filed with the Securities and Exchange Commission on March 10, 2014.

F2: On February 27, 2014, ZelnickMedia distributed a total of 36,591 shares to its partners, including 2,905 shares to Mr. Slatoff, pursuant to a Section 16 exempt transaction.

F3: Represents 2,514,240 shares of Common Stock held directly by ZelnickMedia (such shares are not held individually by Mr. Slatoff). Does not include 33,686 shares distributed by ZelnickMedia to its affiliates (other than Mr. Slatoff) pursuant to the Section 16 exempt transaction referred to in Footnote (2) above.

F4: Represents 2,905 shares of Common Stock held directly by Mr. Slatoff, including 2,905 shares acquired by Mr. Slatoff pursuant to the Section 16 exempt distributions referred to in Footnote (2) above.