SEC Form 4 · accession 0001352027-17-000003
Activision Blizzard, Inc. · ATVI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert A Kotick
Officer — President & CEO · Director
Period of report
Feb 10, 2017
Accepted (ET)
Feb 14, 2017 · 9:15 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 | Feb 10, 2017 | M | 262,998 | $9.565 | A | 2,573,264 | D | |
| Common Stock, par value $0.000001 per shareF2 | Feb 10, 2017 | S | 262,998 | $46.067 | D | 2,310,266 | D | |
| Common Stock, par value $0.000001 per share | Feb 10, 2017 | M | 3,700,000 | $13.29 | A | 6,010,266 | D | |
| Common Stock, par value $0.000001 per shareF3,F4 | Feb 10, 2017 | S | 3,700,000 | $45.5957 | D | 2,310,266 | D | |
| Common Stock, par value $0.000001 per shareF5,F6 | holding | — | — | — | 1 | I | By ASAC II LLC | |
| Common Stock, par value $0.000001 per shareF5,F7 | holding | — | — | — | 6,524,305 | I | By ASAC 427 LLC | |
| Common Stock, par value $0.000001 per shareF8 | holding | — | — | — | 1,610,000 | I | See footnote | |
| Common Stock, par value $0.000001 per share | holding | — | — | — | 9,600 | I | By UTMAs for the benefit of minor children |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock OptionsF9 | $9.565 | Feb 10, 2017 | M | 262,998 | D | — | Jun 15, 2017 | Common Stock, par value $0.000001 per share | 262,998 | 0 | D |
| Employee Stock OptionsF10 | $13.29 | Feb 10, 2017 | M | 3,700,000 | D | — | Dec 1, 2017 | Common Stock, par value $0.000001 per share | 3,700,000 | 0 | D |
Explanation of responses
- F1The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on September 15, 2016 by the 10122B Trust, a revocable living trust of which the reporting person is beneficiary and trustee, with respect to options which were granted to the reporting person in 2007 and were set to expire in 2017. After the payment of taxes and fees and the exercise price of the options, the net proceeds delivered to the 10122B Trust as a result of these transactions were approximately $61.7 million.
- F10These options to purchase shares of the Company's common stock were exercisable in full as of December 1, 2012.
- F2The price in Column 4 is a weighted average price. The prices actually received for the stock ranged from $45.64 to $46.42 per share. The 10122B Trust has provided to the Company and, upon request, will provide any security holder of the Company or the SEC staff information regarding the number of shares sold at each price within that range.
- F3The price in Column 4 is a weighted average price. The prices actually received for the stock ranged from $45.01 to $46.64 per share. The 10122B Trust has provided to the Company and, upon request, will provide any security holder of the Company or the SEC staff information regarding the number of shares sold at each price within that range.
- F4Following the transactions reported on this Form 4, the reporting person directly held (a) 796,949 shares of the Company's common stock and (b) 1,513,317 restricted stock units with vesting tied to performance, each representing the right to receive one share of the Company's common stock.
- F5Reflects the pro rata distribution of 12,561,810 shares of the Company's common stock by ASAC II LLC to its members, ASAC TJKS LLC and ASAC 427 LLC, on February 10, 2017.
- F6The reporting person and Brian G. Kelly are the managers of ASAC II LLC. The reporting person disclaims beneficial ownership of the Company's common stock held by ASAC II LLC except to the extent of his pecuniary interest therein.
- F7The reporting person disclaims beneficial ownership of the Company's common stock held by ASAC 427 LLC except to the extent of his pecuniary interest therein.
- F8These shares are held by grantor retained annuity trusts for the benefit of the reporting persons's children, of which the reporting person is the trustee.
- F9These options to purchase shares of the Company's common stock were exercisable in full as of June 15, 2009.