01—Abstract
Summary
Summary of the 8-K filed August 31, 2012. Cited figures are marked; the original filing is the authoritative source.
Take-Two Interactive Software, Inc. (TTWO) filed an 8-K on August 31, 2012, reporting an amendment to the employment agreement of its Chief Financial Officer, Lainie Goldstein.
The amendment extends her employment term through March 31, 2013, with automatic one-year renewal periods thereafter, unless either party provides 90 days' notice. This extension aims to provide continuity in financial leadership during a key period for the company. Key changes include a 2%a annual salary increase starting April 1, 2013, during renewal terms.
Ms. Goldstein will also remain eligible for an annual bonus with a target of 70%b and a maximum of 140% of her salary, contingent on meeting specific financial targets. Additionally, she will be granted 444,068 shares of restricted stock, vesting over six years starting March 31, 2013, subject to stock price performance thresholds.
02—Key points
Key Highlights
- Lainie Goldstein, CFO, employment agreement amended to extend term through March 31, 2013.
- Employment agreement to renew automatically for one-year periods after March 31, 2013, unless 90-day notice is given.
- Salary to increase by 2% annually starting April 1, 2013, during renewal terms.
- CFO eligible for annual bonus (target 70%, max 140% of salary) based on financial targets.
- Grant of 444,068 shares of restricted stock to CFO.
- Restricted stock vests in six annual installments starting March 31, 2013.
- Vesting of restricted stock is subject to specific stock price thresholds.
03—Questions
Frequently Asked Questions
What is the main purpose of this 8-K filing?
The main purpose of this 8-K filing is to inform investors about the amendment to the employment agreement of Take-Two Interactive Software's Chief Financial Officer, Lainie Goldstein. This amendment extends her employment term and adjusts her compensation and stock awards.
How does this amendment affect the CFO's employment term and renewal?
The amendment extends Ms. Goldstein's employment term through March 31, 2013. After this date, her employment agreement will automatically renew for successive one-year periods, unless either she or the Company provides 90 days' prior written notice of non-renewal. This ensures continuity in financial leadership.
What changes are being made to the CFO's compensation and potential equity awards?
Her salary will see a 2% increase at the start of each renewal term from April 1, 2013. She remains eligible for an annual bonus with a target of 70% and a maximum of 140% of her salary, dependent on company financial performance. Additionally, she will receive 444,068 shares of restricted stock that vest over six years, contingent on meeting defined stock price performance criteria.
Are there any performance-related conditions attached to the CFO's new stock grant?
Yes, the 444,068 shares of restricted stock granted to Ms. Goldstein are subject to vesting over six annual installments, commencing March 31, 2013. Crucially, the vesting is tied to the satisfaction of certain stock price thresholds measured from the date of the amendment.
04—Continue