Activision Blizzard (ATVI) Form 4 Activision Blizzard / PETER J NOLAN ownership change

SEC Form 4

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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X

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^*

NOLAN PETER J

(Last) (First) (Middle)

C/O ACTIVISION BLIZZARD, INC.

2701 OLYMPIC BOULEVARD, BUILDING B

(Street)

SANTA MONICA CA 90404

(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)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
10/13/2023

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	10/13/2023		D(1)		77,775(2)	D	(2)	0	I	By Nolan Family Trust(3)
Common Stock, par value $0.000001 per share	10/13/2023		D(1)		15,080(4)	D	(4)	0	I	By Nolan 2007 Family Partnership LP(5)
Common Stock, par value $0.000001 per share	10/13/2023		D(1)		15,080(4)	D	(4)	0	I	By Nolan II Family Partnership LP(6)
Common Stock, par value $0.000001 per share	10/13/2023		D(1)		33,550(4)	D	(4)	0	I	By MIROEL Investments, LLC(7)

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

Explanation of Responses:

1. On October 13, 2023, 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.

2. 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: (a) 75,527 shares of common stock and (b) 2,248 restricted stock units that vested as of the Effective Time in accordance with their terms.

3. Reporting person and his spouse are the trustees and beneficiaries of the Nolan Family Trust, a revocable living trust.

4. Reflects the disposition pursuant to the Merger Agreement, as of the Effective Time, of shares of Issuer's common stock for $95.00 in cash per share.

5. Reporting person owns and controls the general partner of Nolan 2007 Family Partnership LP, a family limited partnership, the remaining ownership of which is split among three trusts for the benefit of reporting person's children.

6. Reporting person owns and controls the general partner of Nolan II Family Partnership LP, a family limited partnership, the remaining ownership of which is split among three trusts for the benefit of reporting person's children.

7. Reporting person is the managing member of MIROEL Investments, LLC, the ownership of which is split among three trusts for the benefit of reporting person's children and the Nolan Family Trust.

Remarks:

	/s/ Peter J. Nolan	10/16/2023
	** 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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