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Form 4 Activision Blizzard, For: Nov 07 Filed by: Wereb Stephen G

November 9, 2016 8:15 PM EST
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Wereb Stephen G

(Last) (First) (Middle)
C/O ACTIVISION PUBLISHING, INC.
3100 OCEAN PARK BOULEVARD

(Street)
SANTA MONICA CA 90405

(City) (State) (Zip)
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)
Principal Accounting Officer
3. Date of Earliest Transaction (Month/Day/Year)
11/07/2016
4. If Amendment, Date of Original Filed (Month/Day/Year)
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. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction 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 11/07/2016   A   4,747 (1) A $ 0 44,653 D  
Common Stock, par value $0.000001 per share 11/07/2016   A   25,098 (2) A $ 0 69,751 (3) D  
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction 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 (Month/Day/Year) 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: 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 $ 41.09 11/07/2016   A   8,095     (4) 11/07/2026 Common Stock, par value $0.000001 per share 8,095 $ 0 8,095 D  
Employee Stock Options $ 41.09 11/07/2016   A   42,437     (5) 11/07/2026 Common Stock, par value $0.000001 per share 42,437 $ 0 42,437 D  
Explanation of Responses:
1. This grant was for 4,747 performance-vesting restricted stock units, 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 3,797 shares of the Company's common stock. The restricted stock units vest on March 30, 2020, based upon the level of performance measured by reference to the Company's operating income for 2017, 2018 and 2019.
2. This grant was for 25,098 performance-vesting restricted stock units, 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 20,078 shares of the Company's common stock. One-half of the restricted stock units vest on June 29, 2018, based upon the level of performance measured by reference to the Company's operating income for 2017, and one-half of the restricted stock units vest on June 29, 2019, based upon the level of performance measured by reference to the Company's operating income for 2018.
3. Following the transactions reported on this Form 4, Mr. Wereb held (1) 4,752 shares of the Company's common stock, (2) 45,184 restricted stock units with vesting tied to performance, each representing the right to receive one share of the Company's common stock and (3) 19,815 restricted stock units, each representing the right to receive one share of the Company's common stock.
4. One-third of these options vest on each of November 7, 2017, 2018 and 2019.
5. One-half of these options vest on each of June 29, 2018 and 2019.
/s/ Stephen G. Wereb 11/09/2016
** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.


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