Summary
Take-Two Interactive Software, Inc.'s (TTWO) 2005 10-K filing reveals a period of significant executive transition and compensation adjustments. The company has seen a change in its Chief Executive Officer, with Paul Eibeler stepping into the role in January 2005, following Richard Roedel's tenure. Executive compensation is detailed, showing substantial salaries and bonuses, with significant stock options and restricted stock awards granted, particularly to key executives like Paul Eibeler, Gary Lewis, and Ryan A. Brant. The company also outlines its director compensation structure, including cash retainers and equity awards. A notable aspect is the significant ownership by institutional investors such as FMR Corp., Wellington Management Company, LLP, J & W Seligman & Co. Incorporated, and Oppenheimer Funds, Inc., collectively holding over 45% of the company's outstanding common stock as of early 2005. The filing also touches on corporate governance, detailing the Audit Committee members and the company's Code of Ethics. The company's independent auditor is PricewaterhouseCoopers LLP, with significant fees paid for audit, tax, and other services, which were pre-approved by the Audit Committee. Notably, audit and tax fees for fiscal year 2004 were substantially lower than in fiscal year 2003, which included amounts relating to a financial statement restatement.
Key Highlights
- 1Paul Eibeler appointed Chief Executive Officer in January 2005, indicating leadership changes.
- 2Substantial executive compensation packages, including significant salaries, bonuses, stock options, and restricted stock awards, are detailed for key personnel.
- 3Institutional investors, including FMR Corp. and Wellington Management, hold a significant combined stake of over 45% in the company.
- 4Richard W. Roedel transitioned from CEO to Chairman and consultant, with a compensation agreement extending through January 2006.
- 5The company has adopted a Code of Ethics applicable to its principal officers.
- 6PricewaterhouseCoopers LLP serves as the independent auditor; fees for fiscal 2004 were significantly lower than fiscal 2003, which included costs related to a financial statement restatement.
- 7Non-employee directors receive a cash retainer, additional committee fees, and restricted stock awards.