01—Abstract
Summary
Summary of the 8-K filed September 9, 2013. Cited figures are marked; the original filing is the authoritative source.
Take-Two Interactive Software, Inc. (TTWO) has filed a Form 8-K to correct a misstatement in its 2013 annual proxy statement.
The company clarified that its Board of Directors actually held eight meetings during the fiscal year ended March 31, 2013, rather than the previously reported seven meetings. This correction impacts the attendance record for Mr. Robert A. Bowman.
Previously, it was stated he attended approximately 73%a of the Board and committee meetings. The corrected filing indicates that Mr. Bowman attended nine out of twelve such meetings, representing a 75% attendance rate, which meets the company's stated attendance threshold for all directors. This filing primarily serves to ensure accurate disclosure to shareholders regarding board meeting frequency and director participation.
02—Key points
Key Highlights
- Correction of an administrative error in the 2013 proxy statement regarding the number of Board of Directors meetings held.
- The Board of Directors actually held eight meetings in fiscal 2013, not seven as initially reported.
- Revised attendance percentage for Director Robert A. Bowman to 75% (9 out of 12 meetings attended).
- The previous disclosure stated Mr. Bowman attended approximately 73% of meetings.
- This correction confirms that all directors, including Mr. Bowman, met the 75% attendance requirement for Board and committee meetings in fiscal 2013.
- The filing is an 'Other Events' disclosure under Item 8.01 of Form 8-K.
03—Questions
Frequently Asked Questions
What is the primary purpose of this 8-K filing?
The primary purpose of this 8-K filing is to correct an administrative error in Take-Two Interactive Software's 2013 proxy statement concerning the number of Board of Directors meetings held and a director's attendance rate.
What was the error in the original proxy statement?
The original proxy statement incorrectly stated that the Board of Directors held seven meetings during fiscal year 2013. The corrected number of meetings is eight. This also affected the calculation of Mr. Robert A. Bowman's meeting attendance.
How does this correction affect Mr. Robert A. Bowman's attendance record?
The correction states that Mr. Robert A. Bowman attended 75% of Board and committee meetings in fiscal 2013 (9 out of 12), not approximately 73% (8 out of 11) as previously reported. This corrected attendance rate now meets the company's threshold of at least 75% attendance for all directors.
Is this a significant financial event for Take-Two Interactive?
No, this filing is not related to significant financial events, business operations, or material contracts. It is a procedural disclosure to correct previously issued information regarding board meeting frequency and attendance, ensuring accurate reporting to shareholders.
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