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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/19/16 Take Two Interactive Software Inc 10-K 3/31/16 112:14M Toppan Merrill-FA |
Document/Exhibit Description Pages Size 1: 10-K Annual Report HTML 1.38M 2: EX-10.45 Material Contract HTML 127K 3: EX-10.47 Material Contract HTML 68K 4: EX-10.48 Material Contract HTML 91K 5: EX-10.49 Material Contract HTML 129K 6: EX-10.50 Material Contract HTML 45K 7: EX-21.1 Subsidiaries List HTML 48K 8: EX-23.1 Consent of Experts or Counsel HTML 31K 9: EX-31.1 Certification -- §302 - SOA'02 HTML 35K 10: EX-31.2 Certification -- §302 - SOA'02 HTML 35K 11: EX-32.1 Certification -- §906 - SOA'02 HTML 32K 12: EX-32.2 Certification -- §906 - SOA'02 HTML 32K 19: R1 Document and Entity Information HTML 57K 20: R2 Consolidated Balance Sheets HTML 121K 21: R3 Consolidated Balance Sheets (Parenthetical) HTML 54K 22: R4 Consolidated Statements of Operations HTML 100K 23: R5 Consolidated Statements of Comprehensive (Loss) HTML 65K Income 24: R6 Consolidated Statements of Cash Flows HTML 156K 25: R7 Consolidated Statements of Stockholders' Equity HTML 117K 26: R8 Consolidated Statements of Stockholders' Equity HTML 33K (Parenthetical) 27: R9 Basis of Presentation and Significant Accounting HTML 107K Policies 28: R10 Management Agreement HTML 34K 29: R11 Fair Value Measurements HTML 120K 30: R12 Short-Term Investments HTML 131K 31: R13 Derivative Instruments and Hedging Activities HTML 49K 32: R14 Inventory HTML 50K 33: R15 Software Development Costs and Licenses HTML 90K 34: R16 Fixed Assets, Net HTML 62K 35: R17 Goodwill and Intangible Assets, Net HTML 99K 36: R18 Accrued Expenses and Other Current Liabilities HTML 56K 37: R19 Long-Term Debt HTML 162K 38: R20 (Loss) Earnings Per Share ("Eps") HTML 140K 39: R21 Commitments and Contingencies HTML 104K 40: R22 Income Taxes HTML 251K 41: R23 Stock-Based Compensation HTML 159K 42: R24 Share Repurchase Program HTML 33K 43: R25 Segment and Geographic Information HTML 166K 44: R26 Interest and Other, Net HTML 56K 45: R27 Accumulated Other Comprehensive (Loss) Income HTML 79K 46: R28 Business Reorganization HTML 34K 47: R29 Supplementary Financial Information HTML 179K 48: R30 Quarterly Financial Information (Unaudited) HTML 85K 49: R31 Basis of Presentation and Significant Accounting HTML 187K Policies (Policies) 50: R32 Basis of Presentation and Significant Accounting HTML 46K Policies (Tables) 51: R33 Fair Value Measurements (Tables) HTML 111K 52: R34 Short-Term Investments (Tables) HTML 131K 53: R35 Derivative Instruments and Hedging Activities HTML 43K (Tables) 54: R36 Inventory (Tables) HTML 48K 55: R37 Software Development Costs and Licenses (Tables) HTML 91K 56: R38 Fixed Assets, Net (Tables) HTML 60K 57: R39 Goodwill and Intangible Assets, Net (Tables) HTML 103K 58: R40 Accrued Expenses and Other Current Liabilities HTML 55K (Tables) 59: R41 Long-Term Debt (Tables) HTML 145K 60: R42 (Loss) Earnings Per Share ("Eps") (Tables) HTML 137K 61: R43 Commitments and Contingencies (Tables) HTML 95K 62: R44 Income Taxes (Tables) HTML 253K 63: R45 Stock-Based Compensation (Tables) HTML 152K 64: R46 Segment and Geographic Information (Tables) HTML 166K 65: R47 Interest and Other, Net (Tables) HTML 55K 66: R48 Accumulated Other Comprehensive (Loss) Income HTML 76K (Tables) 67: R49 Supplementary Financial Information (Tables) HTML 178K 68: R50 Quarterly Financial Information (Unaudited) HTML 83K (Tables) 69: R51 Basis of Presentation and Significant Accounting HTML 34K Policies - 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Exhibit 10.50
TAKE-TWO INTERACTIVE SOFTWARE, INC.
AMENDMENT TO
RESTRICTED UNIT AGREEMENT
This Amendment (this “Amendment”) to the Restricted Unit Agreement, dated as of April 1, 2014 (the “Agreement”), by and between Take-Two Interactive Software, Inc. (the “Company”) and ZelnickMedia Corporation (the “Participant”), is made effective as of March 31, 2016.
WHEREAS, the Company and the Participant are parties to the Agreement; and
WHEREAS, the Company and the Participant now desire to amend the Agreement in order to amend the vesting dates applicable to certain Restricted Units granted pursuant to the Agreement.
NOW, THEREFORE, in consideration of the covenants and agreements herein contained, the parties hereto hereby agree as follows:
1. Capitalized Terms. Capitalized terms that are not defined in this Amendment shall have the meanings ascribed thereto in the Agreement.
2. Amendment to the Agreement. The Agreement is hereby amended as follows:
(a) Section A of Annex A to the Agreement shall be amended in its entirety to read as follows: “Subject to Section C, 178,654 of the Restricted Units shall become vested on May 20, 2016”.
(b) The second sentence of Section B(i) of Annex A to the Agreement shall be amended in its entirety to read as follows: “Subject to Section C, on the second (2nd) anniversary of the Grant Date, a number of TSR Performance-Based Units shall become earned equal to the product of (x) the target number of TSR Performance-Based Units eligible to vest pursuant to this Section B(i) multiplied by (y) the TSR Vesting Percentage, rounded down to the nearest whole TSR Performance-Based Unit, which earned TSR Performance-Based Units shall vest on May 20, 2016”.
(c) The second sentence of Section B(ii) of Annex A to the Agreement shall be amended in its entirety to read as follows: “Subject to Section C, on the second (2nd) anniversary of the Grant Date, a number of New IP Performance-Based Units shall become earned equal to the product of (x) the target number of New IP Performance-Based Units eligible to vest pursuant to this Section B(i) multiplied by (y) the New IP Vesting Percentage, rounded down to the nearest whole New IP Performance-Based Unit, which earned New IP Performance-Based Units shall vest on May 20, 2016”.
(d) The second sentence of Section B(iii) of Annex A to the Agreement shall be amended in its entirety to read as follows: “Subject to Section C, on the
second (2nd) anniversary of the Grant Date, a number of Major IP Performance-Based Units shall become earned equal to the product of (x) the target number of Major IP Performance-Based Units eligible to vest pursuant to this Section B(i) multiplied by (y) the Major IP Vesting Percentage, rounded down to the nearest whole Major IP Performance-Based Unit, which earned Major IP Performance-Based Units shall vest on May 20, 2016”.
(e) Section C of Annex A to the Agreement shall be amended by replacing the references therein to “the second (2nd) anniversary of the Grant Date” with “May 20, 2016”.
(f) Notwithstanding the foregoing amendments or anything to the contrary in the Agreement, and for the avoidance of doubt: (i) April 1, 2016, shall be the date used to calculate the Applicable Vesting Percentage to determine the number of Performance-Based Units earned pursuant to Sections B(i), B(ii) and B(iii) of Annex A to the Agreement, as applicable; (ii) the number of Performance-Based Units that shall vest in the event of a Qualifying Termination or a Change in Control pursuant to Sections C(i) and C(ii) of Annex A to the Agreement, respectively, shall be the actual number of Performance-Based Units earned pursuant to Sections B(i), B(ii) and B(iii) of Annex A to the Agreement, as applicable, to be calculated based on performance through April 1, 2016; and (iii) notwithstanding anything in Section D(ii) of Annex A to the Agreement to the contrary, any Performance-Based Units that are not earned pursuant to Sections B(i), B(ii) and B(iii) of Annex A to the Agreement, as applicable, based on performance through April 1, 2016, shall automatically be forfeited and shall revert back to the Company without compensation to the Participant.
3. Ratification and Confirmation. Except as specifically amended hereby, the Agreement is hereby ratified and confirmed in all respects and remains in full force and effect, it being the intention of the parties hereto that this Amendment and the Agreement be read, construed and interpreted as one and the same instrument. In the event of any conflict between the terms of this Amendment and the terms of the Agreement, the terms of this Amendment shall control.
4. Affirmations of the Participant. By the Participant’s signature below, the Participant represents to and agrees with the Company that the Participant hereby accepts this Amendment subject to all of the terms and provisions hereof. The Participant has reviewed this Amendment in its entirety, has had an opportunity to obtain the advice of counsel prior to executing this Amendment and fully understands all of the provisions of this Amendment.
5. Governing Law. This Amendment shall be governed by and construed in accordance with the laws of the State of Delaware, without reference to principles of conflict of laws.
6. Headings. Section headings are for convenience only and shall not be considered a part of this Amendment.
7. Counterparts. This Amendment may be executed in counterparts, each of which shall constitute an original, but all of which when taken together shall constitute a single contract.
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IN WITNESS WHEREOF, the parties have executed this Amendment to the Agreement on March 30, 2016.
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TAKE-TWO INTERACTIVE SOFTWARE, INC. | |
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By: |
/s/ Lainie Goldstein |
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Name: |
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Title: |
Chief Financial Officer |
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ZELNICKMEDIA CORPORATION | |
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By: |
/s/ Karl Slatoff |
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Name: |
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Title: |
Partner |
[Signature Page to Restricted Unit Agreement Amendment]
This ‘10-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
5/20/16 | 4, S-3ASR | |||
Filed as of: | 5/19/16 | |||
Filed on: | 5/18/16 | 8-K | ||
4/1/16 | 4 | |||
For Period end: | 3/31/16 | 4 | ||
3/30/16 | ||||
4/1/14 | 4 | |||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 5/17/22 Take-Two Interactive Software Inc 10-K 3/31/22 112:14M Workiva Inc Wde… FA01/FA 5/19/21 Take-Two Interactive Software Inc 10-K 3/31/21 110:13M Workiva Inc Wde… FA01/FA 10/06/16 SEC UPLOAD¶ 10/13/17 1:102K Take-Two Interactive Software Inc 9/08/16 SEC UPLOAD¶ 10/13/17 1:259K Take-Two Interactive Software Inc |