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Communication · Software · Nasdaq

TTWOTake-Two Interactive

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The 10-K against last year's

159 changes: 20 added, 21 removed, 118 reworded

10-K May 22, 2026 vs May 20, 2025
Risk FactorsRedline ↓
14.8%
of the text changed · 25,339 words now
26.5%
of the text changed · 5,381 words now
Legal ProceedingsRedline ↓
0.0%
of the text changed · 358 words now
Accounting PoliciesRedline ↓
10.7%
of the text changed · 7,305 words now

10-K 0001628280-26-037434 (May 22, 2026) vs 10-K 0001628280-25-026694 (May 20, 2025)

The redline

The paragraph that changed most in each section

Marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

Risk Factors 269 words changed in this paragraph; it is 41% similar to last year's version.
2024 in On January 5, 2026, the E.U. and U.K. Although OECD released new administrative guidance outlining a "side-by-side" arrangement following agreement on key elements by the OECD/G20 Inclusive Framework on Pillar Two. It provides new safe harbors for U.S. has not yet enacted multinational companies which would exempt U.S.-parented groups from two of the three Pillar Two legislation, many other countries top up taxes, extend the current Transitional Country-by-Country Reporting Safe Harbor by one year through the end of our fiscal year ending March 31, 2028, and make the Simplified Effective Tax Rate Safe Harbor permanent. The tax law is complex and additional interpretive guidance may be issued that could affect the interpretations and assumptions we have implemented similar legislation with varying effective dates in the future. Many aspects made, as well as actions we may take as a result of additional Pillar Two became effective for the fiscal year ended March 31, 2025. It is possible that Pillar Two could result in additional tax liability over the regular corporate tax liability in a particular jurisdiction to the extent tax expense is less than the 15% minimum rate and could have an adverse impact on our effective tax rate, tax payments, and financial condition in future periods. Additionally, certain jurisdictions have modified or are seeking to modify their tax incentives to align with the Pillar Two criteria. The U.S. has not yet enacted Pillar Two legislation, including aligning certain tax incentives with Pillar Two requirements and there is a risk that the under taxed profits rules would allow foreign countries to tax U.S. companies on U.S. income. Changes, or the failure to change tax incentive provisions to be Pillar Two compliant could have an adverse impact. guidance. We will continue to monitor legislative and regulatory developments to assess the potential impact. impact of Pillar Two. In addition, an increasing number of countries have enacted, or are considering enacting, revenue-based taxes on digital services. These digital services taxes target various business activities, including online advertising and, in some cases, video game sales. While the scope and applicability of these taxes often remains unclear, digital services taxes that ultimately apply to us could have an adverse impact on our business.

Source: Item 1A, 10-K 0001628280-26-037434 vs Item 1A, 10-K 0001628280-25-026694

Accounting Policies 177 words changed in this paragraph; it is 38% similar to last year's version.
We determine if an arrangement is a lease at contract inception. If there is an identified asset in the contract (either explicitly or implicitly) and we have control over its use, the contract is (or contains) a lease. In certain of our lease arrangements, primarily those related to our data center arrangements, judgment is required in determining if a contract contains a lease. For these arrangements, there is judgment in The assessment involves evaluating if the arrangement provides us with an asset that is physically distinct, or that represents substantially all of the capacity of the asset, and if we have the right to direct the use of the asset. Lease assets and liabilities are recognized based on the present value of future lease payments over the lease term at the commencement date. Included If there is an identified asset in the lease liability are future lease payments that are fixed, in-substance fixed, contract (either explicitly or payments based on an index or rate known at implicitly) and we have control over its use, the commencement date contract is (or contains) a lease. This assessment is required for certain of the lease. Variable lease payments are recognized as lease expenses as incurred. The operating lease right-of-use (“ROU”) asset also includes any lease payments made prior our arrangements, primarily those related to commencement, initial direct costs incurred, and lease incentives received. our data centers.

Source: 10-K text, Note 1 – BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001628280-26-037434 vs 10-K text, Note 1 – BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES, 10-K 0001628280-25-026694

MD&A 156 words changed in this paragraph; it is 62% similar to last year's version.
Net revenue from mobile increased by $194.0 $391.0 and accounted for 52.2% 50.1% of our total net revenue in the fiscal year ended March 31, 2025, 2026, as compared to 51.4% 52.2% in the prior year. year period. The increase was primarily due to an increase in driven by higher net revenue from Match Factory! Color Block Jam and Toon Blast. These increases were partially offset by a decrease in our Grand Theft Auto franchise, Merge Dragons!, and as a result of a divestiture. Net revenue from console games decreased increased by $68.2 $498.2 and accounted for 37.3% 39.0% of our total net revenue in the fiscal year ended March 31, 2025, 2026, as compared to 40.5% 37.3% in the prior year. year period. The decrease increase was primarily due to a decrease in driven by higher net revenue from our Grand Theft Auto and NBA 2K franchises, and LEGO 2K Drive, which released in May 2023. These decreases were partially offset by an increase in net revenue from TopSpin 2K25, which released in April 2024, and our Sid Meier's Civilization franchise. Borderlands franchises. Net revenue from PC and other increased by $158.2 $133.6 and accounted for 10.5% 10.9% of our total net revenue in the fiscal year ended March 31, 2025, 2026, as compared to 8.1% 10.5% in the prior year. year period. The increase was primarily due to an increase in driven by higher net revenue from our Borderlands, Grand Theft Auto, and NBA 2K franchises, partially offset by lower net revenue from our Sid Meier's Civilization franchise; our Risk of Rain franchise, which was acquired in connection with our acquisition of Gearbox in June 2024 (refer to Note 20 - Acquisitions); and our Grand Theft Auto and NBA 2K franchises. franchise.

Source: Item 7, 10-K 0001628280-26-037434 vs Item 7, 10-K 0001628280-25-026694

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of TTWO's Risk Factors and MD&A, 10-K May 22, 2026 against 10-K May 20, 2025. Each links to the text at sec.gov.

AddedRisk Factors
The AI regulatory landscape is evolving, and we may be required to dedicate additional operational and financial resources to ensure compliance with new legal requirements. For instance, the European Union ("E.U.") Artificial Intelligence Act entered into force in August 2024, with some provisions becoming enforceable between February 2025 and August 2027, subject to a likely delay of the Act's high-risk enforcement until December 2027. In the U.S., some states have enacted general purpose AI laws, while others have enacted use-case specific AI laws; other states may enact similar laws in the future, which will add complexity to our compliance efforts. This uncertainty may require additional investments in oversight and the development of protections and safeguards to ensure compliance, including to the extent any personal information is processed by such technologies.

Read it in 10-K May 22, 2026 at sec.gov ↗

AddedRisk Factors
However, even with safeguards and oversight in place, the development and deployment of AI technologies may nevertheless pose risks. For example, our employees, contractors, vendors, or other partners may use AI tools in ways that are inconsistent with our policies or expectations, including by entering confidential, proprietary, personal, or regulated information into third-party AI services, and some AI providers may have limited operating histories or governance processes, any of which could compromise our information, expose us to legal or regulatory claims, or harm our reputation. Additionally, the data sets used to train the underlying models may be flawed, the AI tools may function in an unexpected manner, or generate biased, incorrect, or inappropriate content, which could negatively impact the performance or perception of our products and brand, incur regulatory scrutiny, or impose legal liability. Further, intellectual property ownership surrounding AI technologies has not been fully addressed by U.S. courts or other federal or state laws or regulations, and the use or adoption of third-party AI technologies into our products and services may result in exposure to claims of copyright infringement, other intellectual property misappropriation, or uncertainty regarding copyright ownership of AI-generated assets.

Read it in 10-K May 22, 2026 at sec.gov ↗

AddedRisk Factors
While the impact of AI on our industry is still emerging and uncertain, to the extent our competitors successfully implement AI technologies into their products or services more effectively or efficiently than we do, are able to imitate or compete more easily with our products, or if we fail to anticipate and respond to changing industry standards or consumer demand, or experience delays in integrating these technologies into our operations, we may face significant risks to our competitive position, financial performance, and long-term growth prospects.

Read it in 10-K May 22, 2026 at sec.gov ↗

AddedRisk Factors
Our vendors, service providers, business partners, and software supply chain may also experience disruptions, be subject to attacks, or have compromised security, which may result in future security incidents and breaches, and otherwise adversely impact our ability to provide our products and services.

Read it in 10-K May 22, 2026 at sec.gov ↗

AddedRisk Factors
Our continued success will depend to a significant extent on our senior management team and our relationship with ZMC Advisors, L.P. ("ZMC"). Our Executive Chairman/Chief Executive Officer and President are partners of ZMC. We are

Read it in 10-K May 22, 2026 at sec.gov ↗

AddedRisk Factors
Certain of our products are based on or incorporate intellectual property owned by others. For example, certain of our 2K products include rights licensed from major sports leagues and players' associations. Similarly, some of our other titles are

Read it in 10-K May 22, 2026 at sec.gov ↗

AddedRisk Factors
monitoring program and pay a fine of $20 million. Also, we may be subject to civil claims and regulatory actions alleging our games, including social casino games, violate certain state laws concerning unfair or deceptive acts or practices in conduct of any trade or commerce or certain state gambling laws.

Read it in 10-K May 22, 2026 at sec.gov ↗

Show the other 10
AddedRisk Factors
or when. Any such new or amended privacy laws may add complexity to our compliance efforts and require us to expend additional financial or other resources as a result.

Read it in 10-K May 22, 2026 at sec.gov ↗

AddedRisk Factors
On July 4, 2025, the One Big Beautiful Bill Act ("OBBB") was signed into law. OBBB includes significant provisions, including but not limited to (1) permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act of 2017 ("TCJA"), (2) modifications to the international provisions relating to Base Erosion Anti Abuse Act ("BEAT"), Global Intangible Low-Tax Income ("GILTI") and Foreign Derived Deduction Eligible Income ("FDDEI"), (3) permanent reinstatement deduction for domestic research expenditures and 100% bonus depreciation for certain qualified property, and (4) modifications to tax credits. The legislation has multiple effective dates, with certain provisions effective in the fiscal year ended March 31, 2026 and others implemented in future periods. We have estimated the accounting for income tax effects of the OBBB, which reduced our estimated U.S. cash tax liability. It did not, however, impact our U.S. deferred tax assets or liabilities since we continue to maintain a full valuation allowance against U.S. net deferred tax assets. We are continuing to evaluate the impact of OBBB on the Company. It is possible that these changes could have an adverse impact on our effective tax rate, tax payments, financial condition, or results of operations. The new tax law is complex and additional interpretive guidance may be issued that could affect the interpretations and assumptions we have made, as well as actions we may take as a result of OBBB.

Read it in 10-K May 22, 2026 at sec.gov ↗

AddedRisk Factors
not yet enacted Pillar Two legislation, it is possible that Pillar Two could have an adverse impact effective tax rate, tax payments, and financial condition in future periods.

Read it in 10-K May 22, 2026 at sec.gov ↗

AddedMD&A
achieve the desired return on our investments in product development. Accordingly, our strategy for these platforms is to focus our development efforts on a select number of the highest quality titles.

Read it in 10-K May 22, 2026 at sec.gov ↗

AddedMD&A
amortization of intangible assets primarily due to higher impairments in the prior year and (ii) lower product costs as a percentage of net revenue, partially offset by higher amortization of capitalized software and development costs primarily due to the timing of releases.

Read it in 10-K May 22, 2026 at sec.gov ↗

AddedMD&A
On July 4, 2025, the One Big Beautiful Bill Act ("OBBB") was signed into law. OBBB includes significant provisions, including but not limited to (1) permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act of 2017 ("TCJA"), (2) modifications to the international provisions relating to Base Erosion Anti Abuse Act ("BEAT"), Global Intangible Low-Tax Income ("GILTI") and Foreign Derived Deduction Eligible Income ("FDDEI"), (3) permanent reinstatement deduction for domestic research expenditures and 100% bonus depreciation for certain qualified property, and (4) modifications to tax credits. The legislation has multiple effective dates, with certain provisions effective in the fiscal year ended March 31, 2026 and others implemented in future periods. We have estimated the accounting for income tax effects of

Read it in 10-K May 22, 2026 at sec.gov ↗

AddedMD&A
the OBBB, which reduced our estimated U.S. cash tax liability. It did not, however, impact our U.S. deferred tax assets or liabilities since we continue to maintain a full valuation allowance against U.S. net deferred tax assets. We are continuing to evaluate the impact of OBBB on the Company. It is possible that these changes could have an adverse impact on our effective tax rate, tax payments, financial condition, or results of operations. The new tax law is complex and additional interpretive guidance may be issued that could affect the interpretations and assumptions we have made, as well as actions we may take as a result of OBBB.

Read it in 10-K May 22, 2026 at sec.gov ↗

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