UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 8.01. | Other Events |
On April 19, 2022, plaintiff Larry Albrecht (“Plaintiff”) filed a putative stockholder class action complaint in the Court of Chancery of the State of Delaware (the “Court”) against Take-Two Interactive Software, Inc. (the “Company” or “Take-Two”) and the then-members of Take-Two’s Board of Directors (collectively, the “Defendants”) under the caption Albrecht v. Zelnick et al., C.A. No. 2022-0345-MTZ (the “Action”) relating to the merger transaction between Take-Two and Zynga Inc. (the “Transaction”). The complaint alleged that the disclosures made in Take-Two’s Form S-4 Registration Statement filed with the SEC on April 6, 2022 in connection with the Transaction omitted certain material information. The Action sought, among other forms of relief, an injunction against the Transaction. On May 5, 2022, the Company issued a Form 8-K containing supplemental disclosures that mooted the allegations in the Action. On May 10, 2022, the Court entered an order dismissing the Action as moot and retaining jurisdiction solely for the purpose of adjudicating the anticipated application of plaintiff’s counsel for an award of attorneys’ fees and reimbursement of expenses. The Company subsequently agreed to pay $130,000 in attorneys’ fees and expenses to plaintiff’s counsel in full satisfaction of the claim for attorneys’ fees and expenses in the Action. On August 11, 2022, the Court entered an order closing the case, subject to Take-Two filing an affidavit with the Court confirming that this notice has been issued. In entering the order, the Court was not asked to review, and did not pass judgment on, the payment of the attorneys’ fees and expenses or their reasonableness.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| TAKE-TWO INTERACTIVE SOFTWARE, INC. | ||||||
| By: | /s/ Matthew Breitman | |||||
| Name: | Matthew Breitman | |||||
| Title: | Senior Vice President, General Counsel Americas & Corporate Secretary | |||||
| Date: August 19, 2022 | ||||||