SEC Form 4 · accession 0001352027-17-000035
Activision Blizzard, Inc. · ATVI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert A Kotick
Officer — Chief Executive Officer · Director
Period of report
Mar 31, 2017
Accepted (ET)
Aug 9, 2017 · 9:34 pm EDT
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 shareF1,F2 | Mar 31, 2017 | S | 2,400 | $49.905 | D | 7,200 | I | By UTMAs for the benefit of minor children |
| Common Stock, par value $0.000001 per shareF3,F4 | May 18, 2017 | G | 3,262,153 | $0.00 | D | 0 | I | By ASAC 427 LLC |
| Common Stock, par value $0.000001 per shareF5 | May 19, 2017 | G | 360,360 | $0.00 | D | 3,711,468 | D | |
| Common Stock, par value $0.000001 per shareF6 | Jun 20, 2017 | G | 100,000 | $0.00 | D | 3,611,468 | D | |
| Common Stock, par value $0.000001 per shareF7,F8 | Aug 7, 2017 | A | 439,930 | $0.00 | A | 4,051,398 | D | |
| Common Stock, par value $0.000001 per shareF9,F10 | Aug 7, 2017 | A | 143,976 | $0.00 | A | 4,195,374 | D | |
| Common Stock, par value $0.000001 per shareF11 | holding | — | — | — | 1 | I | By ASAC II LLC | |
| Common Stock, par value $0.000001 per shareF12,F13 | holding | — | — | — | 3,110,590 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock OptionsF8 | $62.51 | Aug 7, 2017 | A | 190,712 | A | Dec 31, 2021 | Aug 7, 2027 | Common Stock, par value $0.000001 per share | 190,712 | 190,712 | D |
Explanation of responses
- F1Represents a sale of shares by a UTMA for the benefit of Mr. Kotick's child.
- F10Following the transactions reported on this Form 4, the reporting person directly held (a) 2,098,151 shares of the Company's common stock and (b) 2,097,223 restricted stock units with vesting tied to performance, each representing the right to receive one share of the Company's common stock. Includes 1,761,562 shares received in a distribution of 6,524,305 shares of the Company's common stock by ASAC 427 LLC, a limited liability company managed by the reporting person, to its members on May 18, 2017.
- F11The 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.
- F12Includes 1,500,590 shares received in a distribution of 6,524,305 shares of the Company's common stock by ASAC 427 LLC, a limited liability company managed by the reporting person, to its members on May 18, 2017.
- F13These shares are held by grantor retained annuity trusts for the benefit of the reporting person's children, of which the reporting person is the trustee.
- F2The reporting person disclaims beneficial ownership of the Company's common stock held by these UTMAs except to the extent of his pecuniary interest therein.
- F3Represents the distribution of shares on May 18, 2017 from ASAC 427 LLC, a limited liability company managed by the reporting person, to the 115190D Trust.
- F4The 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.
- F5Represents a charitable gift/transfer of shares of the Company's common stock to a 501(c)(3) organization.
- F6Represents a charitable gift/transfer of shares of the Company's common stock to a 501(c)(3) organization.
- F7This grant was for 439,930 performance-vesting restricted stock units, each representing the right to receive one share of the Company's common stock. The number reported assumes maximum performance; target performance would result in the release of 175,972 shares of the Company's common stock. These performance-vesting restricted stock units will vest on March 15, 2021 based upon the level of performance measured by reference to the Company's cumulative operating income for 2018, 2019 and 2020, and further subject to an initial performance objective based on the Company's cumulative earnings per share for the second half of 2017 and 2018 being met.
- F8This award is subject to immediate vesting if the terms set forth in Section 12 of Mr. Kotick's employment agreement with the Company, dated as of November 22, 2016 and effective as of October 1, 2016, and filed as an exhibit to the Form 8-K filed by the Company on November 25, 2016, are met.
- F9This grant was for 143,976 performance-vesting restricted stock units, each representing the right to receive one share of the Company's common stock. The number reported assumes maximum performance; target performance would result in the release of 71,988 shares of the Company's common stock. These performance-vesting restricted stock units vest on March 15, 2021, based upon the level of performance measured by reference to the Company's relative total shareholder return during a performance period from the grant date through December 31, 2020.