Item 5.03 Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year.
On
•Annual Meetings of Stockholders: Article II, Section 12 was amended to update the procedural mechanics for stockholder nominations of directors in accordance with Rule 14a-19 under the Securities Exchange Act of 1934, as amended, and to make certain other changes related to the information required to be provided in connection with such nominations;
•List of Stockholders: Article II, Section 4 was updated in order to remove a requirement that the list of stockholders be available during a meeting of stockholders;
•Time and Place of Stockholder Meetings: Article II, Section 1 was amended to expressly accommodate virtual meetings of the shareholders at the board's discretion; and
•Other ministerial, modernizing and conforming changes were made.
The foregoing summary does not purport to be a complete description of the
Company's Fourth Amended and Restated Bylaws, as adopted and effective on
Item 9.01 Financial Statements and Exhibits
(d) Exhibits: 3.1 Fourth Amended and Restated Bylaws ofTake-Two Interactive Software, Inc. , effective as ofJanuary 4, 2023 . 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) 2
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