Take-Two Interactive Amends Charter to Limit Officer Liability

What Happened

• Take-Two Interactive Software, Inc. announced that its stockholders approved a Certificate of Amendment to the company's Restated Certificate of Incorporation at the annual meeting on September 17, 2026. The company filed the Certificate of Amendment with the Delaware Secretary of State on September 18, 2026, and it became effective immediately.
• The amendment limits the liability of certain officers as permitted by Delaware law. The material terms were described in Take-Two’s definitive proxy statement filed with the SEC on July 27, 2026, and the full Certificate of Amendment is attached to the 8-K as Exhibit 3.1.

Key Details

• Stockholder approval occurred at the Annual Meeting on September 17, 2026.
• Certificate of Amendment filed and effective September 18, 2026 with the Delaware Secretary of State.
• Purpose: limit liability of certain officers consistent with Delaware law.
• Full text of the amendment is included as Exhibit 3.1 to the 8-K; proxy disclosure dated July 27, 2026 contains material terms.

Why It Matters

• This is a corporate governance change, not an earnings or operational update. Limiting officer liability can reduce personal legal exposure for officers and change how certain claims against officers are handled, which is relevant to investor assessment of governance and risk allocation.
• The amendment does not report financial results or executive departures; investors tracking governance provisions or potential litigation risk should review the attached Certificate of Amendment and the proxy filing for full details.