SEC Form 4 · accession 0001352027-15-000057

Activision Blizzard, Inc. · ATVI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Michael Morhaime

Officer — Pres. & CEO-Blizzard Ent.

Period of report

Nov 13, 2015

Accepted (ET)

Nov 17, 2015 · 8:46 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000718877

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock, par value $0.000001 per share^F1	Nov 13, 2015	A	70,000	$0.00	A	319,998	D
Common Stock, par value $0.000001 per share	Nov 13, 2015	F	12,176	$34.59	D	307,822	D
Common Stock, par value $0.000001 per share	Nov 13, 2015	G	11,158	$0.00	D	296,664	D
Common Stock, par value $0.000001 per share^F4	Nov 13, 2015	G	11,158	$0.00	A	261,434	I	See footnote
Common Stock, par value $0.000001 per share	Nov 14, 2015	F	12,176	$34.59	D	284,488	D
Common Stock, par value $0.000001 per share^F6	Nov 14, 2015	G	11,157	$0.00	D	273,331	D
Common Stock, par value $0.000001 per share^F7,F4	Nov 14, 2015	G	11,157	$0.00	A	272,591	I	See footnote
Common Stock, par value $0.000001 per share^F8,F9	Nov 13, 2015	A	2,385	$0.00	A	22,829	I	Securites held by Mr. Morhaime's wife

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Options^F10	$34.59	Nov 13, 2015	A	200,000	A	—	Nov 13, 2025	Common Stock, par value $0.000001 per share	200,000	200,000	D
Employee Stock Options^F11	$34.59	Nov 13, 2015	A	4,313	A	—	Nov 13, 2025	Common Stock, par value $0.000001 per share	4,313	4,313	I

Explanation of responses

F1This grant was for 70,000 restricted stock units, each representing the right to receive one share of the Company's common stock, one-third of which vest on each of November 12, 2016, 2017 and 2018.
F10One-third of these options vest on each of November 12, 2016, 2017 and 2018.
F11One-third of these options vest on each of November 13, 2016, 2017 and 2018.
F2On November 13, 2015, 23,334 restricted stock units held by Mr. Morhaime vested. Pursuant to the terms of his restricted stock unit award agreement, the Company withheld 12,176 of the shares otherwise deliverable to him in order to satisfy the resulting tax withholding obligation.
F3Following the receipt thereof, Mr. Morhaime transferred the net shares he received in connection with the vesting of his restricted stock units to the Michael Morhaime Revocable Trust.
F4These securities are held by the Michael Morhaime Revocable Trust.
F5On November 14, 2015, 23,333 restricted stock units held by Mr. Morhaime vested. Pursuant to the terms of his restricted stock unit award agreement, the Company withheld 12,176 of the shares otherwise deliverable to him in order to satisfy the resulting tax withholding obligation.
F6Following the transactions reported on this Form 4, Mr. Morhaime directly held 273,331 restricted stock units, each representing the right to receive one share of the Company's common stock.
F7Following the transactions reported on this Form 4, Mr. Morhaime indirectly held (through the Michael Morhaime Revocable Trust) 272,591 shares of the Company's common stock.
F8This grant was for 2,385 performance-vesting restricted stock units, each representing the right to receive one share of the Company's common stock. The number assumes maximum performance; target performance would result in a release of 1,908 shares of the Company's common stock. The restricted stock units vest on March 15, 2019, based upon the level of performance measured by reference to the Company's operating income for 2016, 2017 and 2018.
F9Mr. Morhaime indirectly holds, through his wife, (a) 9,656 shares of the Company's common stock and (b) 13,173 restricted stock units, each representing the right to receive one share of the Company's common stock, 8,038 of which have performance-based vesting.