Activision Blizzard, Inc.
Activision Blizzard, Inc. (Form: 4, Received: 08/18/2017 19:08:44)
FORM 4
[ ] 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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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

ZACCONI RICCARDO
2. Issuer Name and Ticker or Trading Symbol

Activision Blizzard, Inc. [ ATVI ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Executive Officer, King
(Last)          (First)          (Middle)

C/O ACTIVISION BLIZZARD, INC., 3100 OCEAN PARK BOULEVARD
3. Date of Earliest Transaction (MM/DD/YYYY)

8/16/2017
(Street)

SANTA MONICA, CA 90405
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.000001 per share   8/16/2017     F (1)    796   D $62.89   48472   D  
 
Common Stock, par value $0.000001 per share   8/16/2017     F (2)    2512   D $62.89   45960   D  
 
Common Stock, par value $0.000001 per share   8/18/2017     M    16032   A $26.41   61992   D  
 
Common Stock, par value $0.000001 per share   8/18/2017     S    16032   D $61.3144   (3) 45960   D  
 
Common Stock, par value $0.000001 per share   8/18/2017     S    3729   D $61.3481   (4) 42231   (5) D  
 

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
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   $26.41   8/18/2017     M         16032      (6) 2/15/2025   Common Stock, par value $0.000001 per share   16032   $0   96200   D  
 

Explanation of Responses:
(1)  On August 16, 2017, 1,693 restricted share units held by Mr. Zacconi vested. As allowed under the terms of his restricted share unit agreement, the Company withheld 796 of the shares otherwise deliverable to him in order to satisfy the resulting tax withholding obligation.
(2)  On August 16, 2017, 5,344 restricted share units held by Mr. Zacconi vested. As allowed under the terms of his restricted share unit agreement, the Company withheld 2,512 of the shares otherwise deliverable to him in order to satisfy the resulting tax withholding obligation.
(3)  The price in Column 4 is a weighted average price. The prices actually received for the stock ranged from $61.05 to $61.56 per share. Mr. Zacconi has provided to the Company and, upon request, will provide any security holder of the Company or the SEC staff with information regarding the number of shares sold at each price within that range.
(4)  The price in Column 4 is a weighted average price. The prices actually received for the stock ranged from $61.20 to $61.55 per share. Mr. Zacconi has provided to the Company and, upon request, will provide any security holder of the Company or the SEC staff with information regarding the number of shares sold at each price within that range.
(5)  Following the transactions reported on this Form 4, Mr. Zacconi held 42,231 restricted share units, each representing the right to receive a share of the Company's common stock.
(6)  The exercised options vested on August 16, 2017. The remaining options will be fully vested on February 16, 2019.

Remarks:
***Jeffrey A. Brown has been granted power-of-attorney to make all Section 16 filings with respect to the Company's securities on behalf of Mr. Zacconi.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
ZACCONI RICCARDO
C/O ACTIVISION BLIZZARD, INC.
3100 OCEAN PARK BOULEVARD
SANTA MONICA, CA 90405


Chief Executive Officer, King

Signatures
/s/ Jeffrey A. Brown, as attorney-in-fact for Riccardo Zacconi 8/18/2017
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and

appoints each of Jeffrey A. Brown, Christopher B.

Walther, and Thomas Tippl, signing singly, the undersigned's true and

lawful

attorney-in-fact to:



1. execute for and on behalf of the undersigned, in the

undersigned's capacity as an officer or director

of Activision Blizzard, Inc. (the "Company"), Forms 3, 4, and 5 in

accordance

with Section 16(a) of

the Securities Exchange Act of 1934 and the rules thereunder;



2. do and perform any and all acts for and on behalf of the

undersigned which may be necessary or

desirable to complete and execute any such Form 3, 4, or 5, complete and

execute any amendment or

amendments thereto, and timely file such form with the United States

Securities and Exchange

Commission and any stock exchange or similar authority; and



3. take any other action of any type whatsoever in connection with

the foregoing which, in the opinion

of such attorney-in-fact, may be of benefit to, in the best interest of,

or

legally required by, the

undersigned, it being understood that the documents executed by such

attorney-in-fact on behalf of

the undersigned pursuant to this Power of Attorney shall be in such form

and

shall contain such

terms and conditions as such attorney-in-fact may approve in such

attorney-

in-fact's discretion.



The undersigned hereby grants to each such attorney-in-fact full power

and

authority to do and perform any

and every act and thing whatsoever requisite, necessary, or proper to be

done

in the exercise of any of the

rights and powers herein granted, as fully to all intents and purposes as

the

undersigned might or could do if

personally present, with full power of substitution or revocation, hereby

ratifying and confirming all that such

attorney-in-fact, or such attorney-in-fact's substitute or substitutes,

shall

lawfully do or cause to be done by

virtue of this power of attorney and the rights and powers herein

granted.

The undersigned acknowledges

that the foregoing attorneys-in-fact, in serving in such capacity at the

request of the undersigned, are not

assuming, nor is the Company assuming, any of the undersigned's

responsibilities to comply with Section 16

of the Securities Exchange Act of 1934.



This Power of Attorney shall remain in full force and effect until the

undersigned is no longer required to file

Forms 3, 4, and 5 with respect to the undersigned's holdings of and

transactions in securities issued by the

Company, unless earlier revoked by the undersigned in a signed writing

delivered to the foregoing attorneys-

in-fact.



IN WITNESS WHEREOF, the undersigned has caused this power of attorney to

be

executed as of this 11th

day of February, 2016.



/s/ Riccardo Zacconi __________________

Riccardo Zacconi