01—Abstract
Summary
Summary of the 10-K/A filed March 1, 2004. Cited figures are marked; the original filing is the authoritative source.
Take-Two Interactive Software, Inc. filed its Form 10-K/A for the fiscal year ended October 31, 2003, providing insights into its executive leadership, compensation, and significant ownership.
The company has undergone recent leadership changes, with Jeffrey C. Lapin appointed CEO in January 2003 and Trevor Drinkwater becoming COO in November 2003. The filing details the compensation packages for its top executives, including substantial bonuses and stock options, particularly for Chairman Ryan A.
Brant and the newly appointed CEO. Significant stock ownership is held by institutional investors such as FMR Corp. (14.4%a), and J & W Seligman & Co. Incorporated (6.4%), with Chairman Ryan A. Brant holding a notable, albeit smaller, direct stake.
Investors should note the company's accounting fees, which increased significantly in fiscal year 2003, notably due to an SEC investigation and financial statement restatement. The Audit Committee, composed of independent directors and chaired by a financial expert, oversees these matters. The report also highlights related-party transactions, including a lease agreement with a company controlled by the Chairman's father, though the terms are presented as no less favorable than market rates.
02—Key points
Key Highlights
- Jeffrey C. Lapin appointed Chief Executive Officer in January 2003, bringing experience from THQ.
- Significant stock ownership by institutional investors: FMR Corp. (14.4%), J & W Seligman & Co. Incorporated (6.4%), and Waddell & Reed Investment Management Company (5.4%).
- Executive compensation includes substantial salaries, bonuses, and stock option grants, with Chairman Ryan A. Brant receiving significant bonuses and options in FY 2003.
- The company incurred increased auditor fees in FY 2003 due to an SEC investigation and financial statement restatement.
- The Audit Committee is composed of independent directors, with Richard W. Roedel identified as a 'financial expert'.
- A related-party transaction exists with a lease agreement for office space from a company controlled by the father of Chairman Ryan A. Brant.
- As of January 30, 2004, there were 44,578,611 shares of common stock outstanding.
03—Questions
Frequently Asked Questions
What are the key leadership changes at Take-Two Interactive Software in the period leading up to this filing?
Jeffrey C. Lapin was appointed Chief Executive Officer in January 2003. Trevor Drinkwater joined as Chief Operating Officer in November 2003. Ryan A. Brant remains Chairman.
Who are the largest shareholders of Take-Two Interactive Software?
The largest shareholders identified in the filing as of February 27, 2004, are FMR Corp. (14.4%), J & W Seligman & Co. Incorporated (6.4%), and Waddell & Reed Investment Management Company (5.4%).
What were the primary reasons for the increase in principal accountant fees in fiscal year 2003?
The increase in principal accountant fees for fiscal year 2003 was largely due to expenses related to an SEC investigation and a financial statement restatement, in addition to routine audit and tax services.
Are there any related-party transactions that investors should be aware of?
Yes, the company leases its former principal executive and administrative office space from 575 Broadway Corporation, a company controlled by the father of Chairman Ryan A. Brant. The company states the terms of this lease were no less favorable than market rates.
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