Statement of Changes in Beneficial Ownership (4)
11 Mayo 2020 - 6:15PM
Edgar (US Regulatory)
FORM 4
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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Alegre Daniel |
2. Issuer Name and Ticker or Trading Symbol
Activision Blizzard, Inc.
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ATVI
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President and COO |
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(Last)
(First)
(Middle)
C/O ACTIVISION BLIZZARD, INC., 3100 OCEAN PARK BOULEVARD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/7/2020 |
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(Street)
SANTA MONICA, CA 90405
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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| Common Stock, par value $0.000001 per share | 5/7/2020 | | A | | 109440 (1) | A | $0 | 109440 | D | |
| Common Stock, par value $0.000001 per share | 5/7/2020 | | A | | 239398 (2) | A | $0 | 348838 | D | |
| Common Stock, par value $0.000001 per share | 5/7/2020 | | A | | 41040 (3) | A | $0 | 389878 | D | |
| Common Stock, par value $0.000001 per share | 5/7/2020 | | A | | 41040 (4) | A | $0 | 430918 (5) | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code
(Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) | 8. Price of Derivative Security
(Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
| Employee Stock Options | $73.1 | 5/7/2020 | | A | | 206818 | | (6) | 5/7/2030 | Common Stock, par value $0.000001 per share | 206818.0 | $0 | 206818 | D | |
| Explanation of Responses: |
| (1) | This grant was for 109,440 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 54,720 shares of the Company's common stock. One-third of which will vest on each of March 30, 2021, 2022 and 2023, in each case based upon the level of achievement of the earnings per share objective for the Company set forth in its annual operating plan for the prior year. |
| (2) | This grant was for 239,398 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 95,759 shares of the Company's common stock. One-third of which will vest on each of March 30, 2021, 2022 and 2023, in each case based upon the level of achievement of the operating income objective for the Company set forth in its annual operating plan for the prior year. |
| (3) | This grant was for 41,040 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 27,360 shares of the Company's common stock. One-half of which will vest on each of March 30, 2022 and 2023, in each case by reference to the difference between our cumulative total shareholder return and the rate of return of the S&P Total Return Index for a specified period. |
| (4) | This grant was for 41,040 performance-vesting restricted stock units, each representing the right to receive one share of the Company's common stock. These performance-vesting restricted stock units will vest on January 15, 2021 in accordance with Mr. Alegre's employment agreement with the Company dated March 9, 2020 and effective April 7, 2020, and filed as an exhibit to the Form 8-K filed by the Company on March 11, 2020. |
| (5) | Following the transactions reported on this Form 4, Mr. Alegre holds 430,918 performance-vesting restricted stock units, each representing the right to receive one share of the Company's common stock. |
| (6) | One-third of these options which will vest on March 30, 2022, if a certain level of the operating income objective for the Company set forth in its annual operating plan for 2020 is achieved, one-third of which will vest on March 30, 2022, if a certain level of the operating income objective for the Company set forth in its annual operating plan for 2021 is achieved, and one-third of which will vest on March 30, 2023, if a certain level of the operating income objective for the Company set forth in its annual operating plan for 2022 is achieved. |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
Alegre Daniel
C/O ACTIVISION BLIZZARD, INC.
3100 OCEAN PARK BOULEVARD
SANTA MONICA, CA 90405 |
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| President and COO |
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Signatures
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| /s/ Daniel Alegre | | 5/11/2020 |
| **Signature of Reporting Person | Date |
Activision Blizzard (NASDAQ:ATVI)
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Activision Blizzard (NASDAQ:ATVI)
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