Jesse Yang - Oct 12, 2023 Form 4 Insider Report for Activision Blizzard, Inc. (ATVI)

Role
Dep CFO, Comptr & Pr Acctg Off
Signature
/s/ Jesse Yang
Stock symbol
ATVI
Transactions as of
Oct 12, 2023
Transactions value $
$0
Form type
4
Date filed
10/16/2023, 04:24 PM
Previous filing
May 1, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction ATVI Common Stock, par value $0.000001 per share Award $0 +2.63K +5.12% $0.00 54.1K Oct 12, 2023 Direct F1
transaction ATVI Common Stock, par value $0.000001 per share Disposed to Issuer -15.2K -28.19% 38.8K Oct 13, 2023 Direct F2, F3
transaction ATVI Common Stock, par value $0.000001 per share Disposed to Issuer -38.8K -100% 0 Oct 13, 2023 Direct F2, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction ATVI Employee Stock Options Disposed to Issuer -25K -100% 0 Oct 13, 2023 Common Stock, par value $0.000001 per share 25K $86.84 Direct F2, F5
transaction ATVI Employee Stock Options Disposed to Issuer -15.3K -100% 0 Oct 13, 2023 Common Stock, par value $0.000001 per share 15.3K $86.84 Direct F2, F5
transaction ATVI Employee Stock Options Disposed to Issuer -2.37K -100% 0 Oct 13, 2023 Common Stock, par value $0.000001 per share 2.37K $82.58 Direct F2, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Jesse Yang is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 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, 2024, October 12, 2025, and October 12, 2026.
F2 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.
F3 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) 14,201 shares of common stock and (b) 1,037 restricted stock units that were scheduled to vest within 120 days following the Transaction Date, but were accelerated and became fully vested as of immediately prior to the Effective Time.
F4 Reflects the disposition pursuant to the Merger Agreement, as of the Effective Time, of the following Issuer securities: (a) 36,493 restricted stock units (the "Assumed RSUs") and (b) 2,322 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").
F5 Reflects the disposition pursuant to the Merger Agreement, as of the Effective Time, of 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.
F6 Reflects the disposition pursuant to the Merger Agreement, as of the Effective Time, of (a) 1,581 options that were fully vested as of the Effective Time in accordance with their terms and (b) 790 options that were scheduled to vest within 120 days following the Transaction Date, but were accelerated and became fully vested as of immediately prior to the Effective Time, in each case each for an amount in cash equal to $95.00 less the applicable option exercise price and any applicable withholding taxes.