Good morning. Thank you for joining us today for our annual meeting. My name is Hank Diamond, and I'm Senior Vice President of Investor Relations and Corporate Communications for Take-Two. Please note that today's shareholder meeting is being broadcast by a listen-only webcast that is available on our website at www.taketwogames.com. A replay of the webcast will also be available on our website later today. Before we begin, I'd like to remind everyone that the statements made during this meeting that are not historical facts are considered forward-looking statements under federal securities laws. These forward-looking statements are based on the beliefs of our management, as well as assumptions made by and information currently available to us. We have no obligation to update these forward-looking statements. Actual operating results may vary significantly from these forward-looking statements based on a variety of factors.
Other important factors and information are contained in the company's annual report on Form 10-K for the fiscal year ended March 31st, 2014, including the risks summarized in the section entitled Risk Factors, the company's quarterly report on Form 10-Q for the fiscal quarter ended June 30th, 2014, and the company's other periodic filings with the SEC, which can be accessed at www.taketwogames.com. I'd now like to introduce Strauss Zelnick, Chairman and CEO of Take-Two.
Good morning. Thank you, Hank. The annual meeting of stockholders of Take-Two Interactive Software will please come to order. Today's agenda includes a review of the procedures for today's meeting and the proposals to be voted upon, a question and answer session. I'd like to introduce our officers who are here with us. If you just raise your hand when I introduce you. Karl Slatoff, our President; Lainie Goldstein, our Chief Financial Officer; Neil Foster, Executive Vice President of Operations; Dan Emerson, Senior Vice President and Deputy General Counsel, and Linda Zabriskie, Vice President, Associate General Counsel, and Secretary. I'd also like to introduce our board members who are present today, Jay Moses, Michael Dornemann, Michael Sheresky, and Susan Tolson. I'll now turn the floor over to Dan Emerson.
Thank you, Strauss. Good morning. I will act as chair of this portion of the meeting. Ms. Zabriskie will act as secretary of the meeting. The meeting will be conducted in accordance with the agenda that was distributed at the start of the meeting. As detailed in Take-Two's proxy filing, the proposals to be considered and voted upon at this annual meeting are as follows: the election of six directors to hold office until the next annual stockholder meeting and until their respective successors have been duly elected and qualified; the approval of certain amendments to the Take-Two Interactive Software, Inc.
2009 Stock Incentive Plan, including an increase in the available shares reserved thereunder, and the reapproval of the performance goals specified therein; the approval, on a non-binding, advisory basis, of the compensation of the company's named executive officers; the ratification of the appointment of Ernst & Young LLP as our independent registered public accounting firm for the fiscal year ending March 31, 2015; and such other business as may properly come before the annual shareholder meeting or any adjournment thereof. I will note that only stockholders of record at the close of business on July 25th, 2014 are entitled to vote on these proposals at this annual meeting or any adjournment thereof. This meeting will be conducted in accordance with procedural rules that have been established and distributed today to ensure that stockholders have an opportunity to properly consider and vote upon the business to come before the meeting.
I would like to take a moment to review several of the key rules. Anyone wishing to address the meeting must be a stockholder of record as of the July 25th, 2014 record date or a person holding a valid proxy from a stockholder of record. Stockholders of record should have a yellow-coded name tag and a yellow index card such as this stating that they are a stockholder of record, which was provided at the registration area before the meeting. Following the presentation of the proposals on the agenda, and while the polls are deemed open for voting on the proposals, we will entertain questions directly related to the matters being voted upon. During the question and answer period, each speaker will be limited to three minutes.
Anyone who would like to ask a question will do so using the microphone at the front of the room in order to have their questions heard on our webcast today. Any stockholder that wants to ask a question must state their name and whether they are a personal stockholder or an authorized representative of a stockholder, in which case such stockholder must also be identified. No one shall be permitted to allot all or part of their time to another speaker. After we have concluded the business of the meeting, the meeting will be adjourned. We will open the floor to general questions. Let us continue with the business of the meeting.
Ms. Zabriskie, will you please present proof of notice of this meeting? Let the record reflect that I have been presented with a copy of the Notice of Annual Meeting of Stockholders dated July 28th, 2014, and the proxy dated July 28th, 2014, together with an affidavit of an authorized representative of Broadridge, the company responsible for mailing said materials, affirming as to the mailing on August 4th, 2014, of the notice of annual meeting and proxy material to stockholders of record at the close of business on July 25th, 2014. I order the affidavit of mailing be filed with the minutes of this meeting. Ms. Zabriskie, will you please present a list of stockholders as of the close of business on July 25th, 2014, the record date fixed by the board of directors for the purpose of determining the stockholders entitled to vote at this meeting?
Let the record reflect that I have been presented with a list of stockholders of record as of the close of business on July 25th, 2014, furnished by an authorized representative of the company's transfer agent. There are 83,862,100 shares of common stock entitled to vote at this meeting. The list of stockholders will be open for inspection by any stockholder of record for the duration of this meeting. I hereby appoint Tom Tighe of Broadridge to act as the Inspector of Elections to determine, one, the number of shares outstanding and entitled to vote, two, the number of shares represented at the meeting, three, the existence of a quorum, four, the validity and effect of proxies, and five, to receive and tabulate the votes on the matters to be acted upon at the meeting. Mr. Tighe has executed an affidavit to faithfully execute his duties as the Inspector.
The secretary will attach the affidavit of the minutes of this meeting. It is anticipated that the results will be reported to me as soon as practical. Is there any stockholder present who has not filled out the attendance sheet showing the name of the stockholder and the number of shares he or she owns? Okay. All stockholders of record who have not submitted proxies should do so unless they wish to vote in person. If you have previously executed a proxy and now wish to vote in person, the proxy will be returned upon your request. Mr. Tighe, please state the number of shares of common stock present in person or by proxy.
There are present by proxy and in person, more than 50% of the outstanding shares entitled to vote at this meeting.
Legal notice of the meeting having been given and a quorum being present, the meeting is lawfully convened and ready to transact business. Nominations are now in order. I'm sorry. The first order of business on the agenda is to elect six directors to serve until the annual meeting of stockholders of the company to be held in 2015 and until their successors have been duly elected and qualified. Nominations are now in order.
I nominate the following persons who are named in the company's proxy statement to serve as directors of the company until the annual meeting of stockholders to be held in 2015 and until their successors have been duly elected and qualified: Strauss Zelnick, Robert A. Bowman, Michael Dornemann, J Moses, Michael Sheresky, and Susan Tolson.
I second the nominations.
If there is a stockholder who does not yet have a ballot who wishes to vote in person, please raise your hand so the Inspector of Elections can deliver a ballot to you. The next order of business on the agenda is to vote upon the approval of certain amendments to the Take-Two Interactive Software, Inc. 2009 Stock Incentive Plan, including an increase in the available shares reserved thereunder, and the reapproval of the performance goals specified therein. Proposals are now in order.
I propose that the stockholders approve certain amendments to the Take-Two Interactive Software, Inc. 2009 Stock Incentive Plan as set forth in Annex A to the proxy statement and reapprove the performance goals specified therein.
I second the proposal.
If there is a stockholder who does not yet have a ballot who wishes to vote in person, please raise your hand so that the Inspector of Elections can deliver a ballot to you. The next order of business on the agenda is to cast an advisory vote to approve the compensation of the company's named executive officers. Proposals are now in order.
I propose that the stockholders approve on a non-binding advisory basis the compensation of the company's named executive officers as set forth in the proxy statement.
I second the proposal.
If there is a stockholder who does not yet have a ballot who wishes to vote in person, please raise your hand so that the Inspector of Elections can deliver a ballot to you. The next order of business on the agenda is to vote upon the proposal to ratify the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for the fiscal year ending March 31, 2015. I would like to introduce Michael Portegello and Lisette Seneker, who are here today representing EY and will be available to answer questions after the meeting. Proposals are now in order.
I propose that the stockholders approve the ratification of the appointment of Ernst & Young LLP as the company's independent registered public accounting firm for the fiscal year ending March 31st, 2015, as set forth in the proxy statement.
I second the proposal.
If there is a stockholder who does not yet have a ballot who wishes to vote in person, please raise your hand so that the Inspector of Elections can deliver a ballot to you. Do any stockholders have questions relating to the business of this meeting? As a reminder, please limit your questions directly to the proposals presented that are to be voted upon this meeting. Please make sure that you have completed all necessary information on your ballots and cast your votes as you have intended to for the four agenda items. Will the Inspector of Elections please collect the ballots? The ballots having been collected, I now declare the polls closed. The Inspector of Elections will tabulate the results of the voting, which will be reported to me as soon as practicable.
As I noted earlier, once the business of the meeting has concluded, we will officially conclude this meeting. There being no additional business to be conducted at the meeting, the business of the meeting is hereby concluded, and we will now open the floor to a question-and-answer period. As a reminder, any stockholder that wants to ask a question must state their name and whether they are a personal stockholder or an authorized representative of a stockholder, in which case such stockholder must be identified. At this point, I will turn the floor over to Strauss Zelnick, our Chairman and CEO.
We will be happy to take your questions observing the rules that Mr. Emerson outlined. Sir. Please.
Good morning. My name is Howard Tyner. I am a stockholder. I have two questions. Mainly, what % of the company's revenues is internationally or overseas?
Thanks for your question. It is about 45% currently, including our sports titles. Excluding our sports titles, which tend to skew a bit domestically, it is higher.
Okay, my second question, Mr. Todd can attest to this. I also happen to be a shareholder at WWE, and I noticed that their 2K is part of You highlighted it in your annual report. I know you're going to have the new 2K15 coming out next month, although I understand one of their former wrestlers is trying to get an injunction on that. I don't know how that's going to affect you folks' revenues or licensing, et cetera. Based on your prior experience on the 2K14, what % of that was also part of the company's revenues overall?
We don't break out individual titles as a %, we were really happy with how WWE performed last year. It was our first year with the title, we're very excited about bringing it to next-gen platforms this year. We think it's going to do really well.
Okay. Thank you very much.
Thank you for your questions. Do we have any other questions today? I think this concludes our meeting. Thank you so much for joining us.