SEC Form 4 · accession 0001352027-19-000002
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
Dec 28, 2018
Accepted (ET)
Jan 2, 2019 · 7:01 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 shareF1 | Dec 28, 2018 | A | 267,095 | $0.00 | A | 4,271,235 | D | |
| Common Stock, par value $0.000001 per shareF2,F3 | Dec 28, 2018 | A | 135,575 | $0.00 | A | 4,406,810 | D | |
| Common Stock, par value $0.000001 per shareF4 | holding | — | — | — | 1 | I | By ASAC II LLC | |
| Common Stock, par value $0.000001 per shareF5 | holding | — | — | — | 7,200 | I | By UTMAs for the benefit of minor children | |
| Common Stock, par value $0.000001 per shareF6 | holding | — | — | — | 221,288 | I | By GRATs |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1This grant was for 267,095 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 106,838 shares of the Company's common stock. These performance-vesting restricted stock units will vest on March 31, 2023, based upon the level of performance measured by reference to the Company's cumulative earnings per share for 2020, 2021 and 2022. This award is subject to immediate vesting if the terms set forth in Section 12 of Mr. Kotick's employment agreement with the Company, which is filed as an exhibit to the Form 8-K filed by the Company on November 25, 2016, are met.
- F2This grant was for 135,575 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 54,230 shares of the Company's common stock. These performance-vesting restricted stock units vest on March 31, 2022, 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, 2021. This award is subject to immediate vesting if the terms set forth in Section 12 of Mr. Kotick's employment agreement with the Company, which is filed as an exhibit to the Form 8-K filed by the Company on November 25, 2016, are met.
- F3Following the transactions reported on this Form 4, the reporting person directly held (a) 1,906,917 shares of the Company's common stock and (b) 2,499,893 restricted stock units with vesting tied to performance, each representing the right to receive one share of the Company's common stock.
- F4The 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.
- F5The reporting person disclaims beneficial ownership of the Company's common stock held by these UTMAs except to the extent of his pecuniary interest therein.
- F6These 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.