0000718877-23-000082.txt : 20231016 0000718877-23-000082.hdr.sgml : 20231016 20231016161828 ACCESSION NUMBER: 0000718877-23-000082 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231012 FILED AS OF DATE: 20231016 DATE AS OF CHANGE: 20231016 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BULATAO BRIAN CENTRAL INDEX KEY: 0001855928 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15839 FILM NUMBER: 231327522 MAIL ADDRESS: STREET 1: C/O ACTIVISION BLIZZARD, INC. STREET 2: 3100 OCEAN PARK BOULEVARD CITY: SANTA MONICA STATE: CA ZIP: 90405 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Activision Blizzard, Inc. CENTRAL INDEX KEY: 0000718877 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 954803544 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2701 OLYMPIC BOULEVARD STREET 2: BUILDING B CITY: SANTA MONICA STATE: CA ZIP: 90404 BUSINESS PHONE: 3102666025 MAIL ADDRESS: STREET 1: 2701 OLYMPIC BOULEVARD STREET 2: BUILDING B CITY: SANTA MONICA STATE: CA ZIP: 90404 FORMER COMPANY: FORMER CONFORMED NAME: ACTIVISION INC /NY DATE OF NAME CHANGE: 19930114 FORMER COMPANY: FORMER CONFORMED NAME: MEDIAGENIC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: ACTIVISION INC DATE OF NAME CHANGE: 19880829 4 1 wk-form4_1697487498.xml FORM 4 X0508 4 2023-10-12 1 0000718877 Activision Blizzard, Inc. ATVI 0001855928 BULATAO BRIAN C/O ACTIVISION BLIZZARD, INC. 2701 OLYMPIC BOULEVARD, BUILDING B SANTA MONICA CA 90404 0 1 0 0 Chief Administrative Officer 0 Common Stock, par value $0.000001 per share 2023-10-12 4 A 0 21053 0 A 113154 D Common Stock, par value $0.000001 per share 2023-10-13 4 D 0 27514 D 85640 D Common Stock, par value $0.000001 per share 2023-10-13 4 D 0 85640 D 0 D Employee Stock Options 92.50 2023-10-13 4 D 0 47240 D 2031-03-09 Common Stock, par value $0.000001 per share 47240 0 D Grant to reporting person of restricted stock units, each representing the right to receive one share of Issuer's common stock, scheduled to vest in equal installments on each of October 12, 2023, October 12, 2025, and October 12, 2026. The 7,018 units that vested on October 12, 2023 were settled as described in footnote 3 below. On October 13, 2023 (the "Transaction Date"), Issuer completed the previously announced transaction with Microsoft Corporation, a Washington corporation ("Microsoft"), pursuant to the Agreement and Plan of Merger, dated as of January 18, 2022 (as amended, supplemented or otherwise modified from time to time, the "Merger Agreement"), by and among Issuer, Microsoft and Anchorage Merger Sub Inc., a Delaware corporation and a wholly owned subsidiary of Microsoft ("Merger Sub"), providing for the merger of Merger Sub with and into Issuer (the "Merger"), with Issuer surviving the Merger as a wholly owned subsidiary of Microsoft. Reflects the disposition pursuant to the Merger Agreement, as of the effective time of the Merger (the "Effective Time"), of the following Issuer securities for $95.00 in cash per share/unit (less any applicable withholding taxes, in the case of units): (a) 20,496 shares of common stock and (b) 7,018 restricted stock units that vested on October 12, 2023 as described in footnote 1. Reflects the disposition pursuant to the Merger Agreement, as of the Effective Time, of the following Issuer securities: (a) 40,354 restricted stock units (the "Assumed RSUs") and (b) 45,286 performance-vesting restricted stock units (the "Assumed PSUs"), in each case that were converted into a number of time-based vesting restricted stock units of Microsoft equal to the product (rounded down to the nearest whole share) of (i) the number of Assumed RSUs or Assumed PSUs (determined based on target performance levels), as applicable, multiplied by (ii) a fraction, (A) the numerator of which was $95.00 and (B) the denominator of which was the volume weighted average price per share of Microsoft common stock on NASDAQ for the five consecutive trading days ending with the last trading day ending immediately prior to the Transaction Date (such fraction, the "Exchange Ratio"). Reflects the disposition pursuant to the Merger Agreement, as of the Effective Time, of (a) 31,494 options that were fully vested as of the Effective Time in accordance with their terms, each for an amount in cash equal to $95.00 less the applicable option exercise price and any applicable withholding taxes; and (b) 15,746 options that were scheduled to vest on March 30, 2024 (the "Assumed Options") that were converted into nonqualified stock options of Microsoft in respect of a number of shares of Microsoft common stock equal to the product (rounded down to the nearest whole share) of (i) the number of Assumed Options multiplied by (ii) the Exchange Ratio, at an exercise price per share of Microsoft common stock equal to the quotient of (I) the option exercise price of the Assumed Options divided by (II) the Exchange Ratio (rounded up to the nearest whole cent). /s/ Brian Bulatao 2023-10-16