Take-Two Interactive Software Inc 2024年度报告

UNITED STATESSECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Actof 1934 For the fiscal year ended March 31, 2025OR ☐Transition Report Pursuant to Section 13 or 15(d) of the Securities ExchangeAct of 1934 TAKE-TWO INTERACTIVE SOFTWARE, INC. Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.YesNo Indicate by check mark whether the Registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Actof 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subjectto such filing requirements for the past 90 days.YesNo Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant toRule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was requiredto submit such files).YesNo Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reportingcompany, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and"emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one): Large acceleratedfilerAccelerated filerNon-accelerated filerSmaller reportingcompany☐Emerging growthcompany☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying withany new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of itsinternal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accountingfirm that prepared or issued its audit report. If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant includedin the filing reflect the correction of an error to previously issued financial statements. Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensationreceived by any of the registrant’s executive officers during the relevant recovery period pursuant to § 240.10D-1(b). Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No The aggregate market value of the voting and non-voting common equity held by non-affiliates computed by reference to the price at which thecommon equity was last sold, or the average bid and asked price of such common equity, as of the last business day of the Registrant's mostrecently completed second fiscal quarter was approximately $26,579,762,843. As of May 5, 2025, there were 177,424,908 shares of the Registrant's Common Stock outstanding, net of treasury stock. Documents Incorporated by Reference: Portions of the registrant's definitive proxy statement for the 2025 Annual Meeting of Stockholdersare incorporated by reference into Part III herein. INDEX PART I Item 1.BusinessItem 1A.Risk FactorsItem 1B.Unresolved Staff CommentsItem 1C.CybersecurityItem 2.PropertiesItem 3.Legal ProceedingsItem 4.Mine Safety Disclosures PART II Item 10.Directors, Executive Officers and Corporate Governance53Item 11.Executive Compensation53Item 12.Security Ownership of Certain Beneficial Owners and Management and Related StockholderMatters53Item 13.Certain Relationships and Related Transactions, and Director Independence53Item 14.Principal Accounting Fees and Services53 PART IV Item 15.Exhibits, Financial Statement SchedulesItem 16.Form 10-K SummaryIndex to Financial StatementsSignatures CAUTIONARY NOTE ABOUT FORWARD-LOOKING STATEMENTS The statements contained herein, which are not historical facts, including statements relating to Take-TwoInteractive Software, Inc.'s ("Take-Two," the "Company," "we," "us," or similar pronouns) outlook, are consideredforward-looking statements under federal securities laws and may be identified by words such as "anticipates,""believes," "estimates," "expects," "intends," "plans," "potential," "predicts," "projects," "seeks," "should," "will,"or words of similar meaning and include, but are not limited to, statements regarding the outlook for our futurebusiness and financial performance. Such forward-looking statements are based on the current beliefs of ourmanagement as well as assumptions made by and information currently available to them, which are subject toinherent uncertainties, risks, and changes in c