0001352027-12-000023.txt : 20120319 0001352027-12-000023.hdr.sgml : 20120319 20120319172310 ACCESSION NUMBER: 0001352027-12-000023 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120315 FILED AS OF DATE: 20120319 DATE AS OF CHANGE: 20120319 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: 3100 OCEAN PARK BLVD CITY: SANTA MONICA STATE: CA ZIP: 90405 BUSINESS PHONE: 3102552000 MAIL ADDRESS: STREET 1: 3100 OCEAN PARK BLVD CITY: SANTA MONICA STATE: CA ZIP: 90405 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 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KOTICK ROBERT A CENTRAL INDEX KEY: 0001091423 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15839 FILM NUMBER: 12701515 MAIL ADDRESS: STREET 1: 3100 OCEAN PARK BLVD CITY: SANTA MONICA STATE: CA ZIP: 90405 4 1 edgar.xml PRIMARY DOCUMENT X0304 4 2012-03-15 0000718877 Activision Blizzard, Inc. ATVI 0001091423 KOTICK ROBERT A C/O ACTIVISION BLIZZARD, INC. 3100 OCEAN PARK BOULEVARD SANTA MONICA CA 90405 1 1 0 0 President & CEO Common Stock, par value $0.000001 per share 2012-03-15 4 A 0 2061006 0 A 4967829 D Common Stock, par value $0.000001 per share 2012-03-15 4 A 0 4122012 0 A 9089841 D Common Stock, par value $0.000001 per share 9600 I by UTMAs for the benefit of minor children This represents restricted stock units, each representing the right to receive one share of the Company's common stock. If, and only if, the Company's non-GAAP gross profit (as defined in the RSU award agreement) for 2012 is greater than or equal to $500 million, on March 15, 2013 the RSUs will immediately vest with respect to 20-sixtieths of the award (representing the twenty month-long vesting tranches between August 1, 2011 and March 1, 2013) and thereafter one-sixtieth of the award will vest on the first day of each month, with the exception of the final tranche, which will vest on June 30, 2016. This grant of RSUs is expressly conditioned upon the approval of certain amendments to the Company's 2008 Incentive Plan by the Company's stockholders. This represents performance shares, each representing the right to receive one share of the Company's common stock. The number assumes maximum performance; target performance would result in a release of 2,061,006 shares of the Company's common stock. These awards vest in accordance with the award agreement between Mr. Kotick and the Company, dated as of March 15, 2012. Further, none of the performance shares for the performance period for 2011-2012 will vest unless the Company's non-GAAP gross profit (as defined in the performance share award agreement) for 2012 is greater than or equal to $500 million. This grant of performance shares is expressly conditioned upon the approval of certain amendments to the Company's 2008 Incentive Plan by the Company's stockholders. Following the transaction reported on this Form 4, Mr. Kotick directly held (a) 2,500,000 performance-based restricted shares of the Company's common stock, (b) 2,061,006 restricted stock units, each representing the right to receive a share of the Company's common stock, (c) 4,122,012 performance shares, each representing the right to receive a share of the Company's common stock, and (d) 406,823 shares of the Company's common stock. /s/ Robert A. Kotick 2012-03-19