Under pressure from an activist shareholder, Take-Two to replace 3 board members

By AP
Thursday, January 21, 2010

Take-Two Interactive to replace 3 board members

NEW YORK — Take-Two Interactive Software Inc. said Thursday that it has agreed to include three people chosen by activist shareholder Carl Icahn on its slate of nominees for election to its board later this year.

The Icahn-backed candidates are being nominated to replace incumbent board mebers who have agreed not to stand for relection, the the games software developer said.

Icahn holds an 11.3 percent stake in Take-Two, based in New York. His are SungHwan Cho, Brett Icahn and James Nelson. If elected, they would replace Ben Feder, Grover Brown, and John Levy on the board. Feder will stay on as chief executive of the company.

With Take-Two agreeing to accept his nominees, Icahn has agreed to vote for all of the nominees to the board at the shareholders meeting. They include incumbent directors Strauss Zelnick, Michael Dornemann, Robert Bowman, J. Moses and Michael Sheresky.

If Icahn’s stake in Take-Two falls below 5 percent, his nominees will resign from the board immediately, assuming they are elected.

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