TAKE TWO INTERACTIVE SOFTWARE INC — Director's Dealing 2015

Jun 3, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TAKE TWO INTERACTIVE SOFTWARE INC (TTWO)
CIK: 0000946581
Period of Report: 2015-06-01

Reporting Person: Sheresky Michael (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-06-01	Common Stock	A	1524	—	Acquired	66279	Direct
2015-06-01	Common Stock	S	476	$27.111	Disposed	65803	Direct

Footnotes

F1: Represents the acquisition of shares pursuant to a grant of restricted common stock pursuant to the Director compensation program (the "Program") and Take-Two's 2009 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 June 1, 2015; 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 ten trading days prior to June 1, 2015 (the "Pricing Date"), the fifth trading day following the filing of the Issuer's Annual Report on Form 10-K.

F2: This transaction was effected pursuant to a Rule 10b5-1 trading plan entered into by the Reporting Person and was effected to satisfy the Reporting Person's tax obligations upon the vesting of previously granted shares of restricted stock.

F3: Represents a weighted average sales price of shares sold in multiple transactions at sales prices ranging from $26.88 to $27.29, inclusive. Upon request, the Reporting Person undertakes to provide the full sale information regarding the number of shares sold at each price increment to the Commission, the issuer or any security holder of the issuer.