TAKE TWO INTERACTIVE SOFTWARE INC — Director's Dealing 2018

Apr 13, 2018

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: TAKE TWO INTERACTIVE SOFTWARE INC (TTWO)
CIK: 0000946581
Period of Report: 2018-04-11

Reporting Person: ZELNICK STRAUSS (Director, Chairman, CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2018-04-11	Common Stock	J	24878	—	Disposed	229282	Indirect
2018-04-13	Common Stock	A	296256	—	Acquired	525538	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	169288	Indirect
Common Stock	95000	Indirect

Footnotes

F1: On April 11, 2018, ZelnickMedia Corporation ("ZelnickMedia") distributed a total of 24,878 shares of Common Stock to its employees, but none of which were distributed to Mr. Zelnick.

F2: Represents 229,282 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.

F3: Represents the grant of 296,256 restricted units to ZelnickMedia pursuant to the Restricted Unit Agreement entered into by ZelnickMedia and the Company on April 13, 2018. Includes 86,010 time-based restricted units that are scheduled to vest on April 13, 2020 and 210,246 performance-based restricted units that are scheduled to vest on April 13, 2020. Further information regarding the Restricted Unit Agreement and the restricted units, including the vesting schedule, is available in the Company's Registration Statement on Form S-3 filed with the Commission on April 13, 2018.

F4: Represents 525,538 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.

F5: Represents 169,288 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.

F6: Represents 95,000 shares of Common Stock held by the Wendy Jay Belzberg 2012 Family Trust (such securities are indirectly held by Mr. Zelnick). Mr. Zelnick disclaims beneficial ownership of the securities held by the Wendy Jay Belzberg 2012 Family Trust except to the extent of his pecuniary interest therein.