Sec Form 4 Filing - KOTICK ROBERT A @ Activision Blizzard, Inc. - 2020-12-31

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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person KOTICK ROBERT A 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 X __ Officer (give title below) _____ Other (specify below) Chief Executive Officer (Last) (First) (Middle) C/O ACTIVISION BLIZZARD, INC., 3100 OCEAN PARK BOULEVARD 3. Date of Earliest Transaction (MM/DD/YY) 12/31/2020 (Street) SANTA MONICA, CA90405 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 12/31/2020 A 107,701 ( 1 ) A $ 0 4,073,257 D Common Stock, par value $0.000001 per share 12/31/2020 A 232,633 ( 2 ) A $ 0 4,305,890 ( 3 ) D Common Stock, par value $0.000001 per share 1 I By ASAC II LLC ( 4 ) Common Stock, par value $0.000001 per share 4,800 I By UTMAs for the benefit of minor children ( 5 ) Common Stock, par value $0.000001 per share 48,042 I By GRATs ( 6 ) Common Stock, par value $0.000001 per share 2 I By Delmonte 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other KOTICK ROBERT A C/O ACTIVISION BLIZZARD, INC. 3100 OCEAN PARK BOULEVARD SANTA MONICA, CA90405 X Chief Executive Officer Signatures /s/ Robert A. Kotick 01/05/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )This grant of performance-vesting restricted stock units, representing the right to receive shares of the Company's common stock, was awarded by the Compensation Committee of the Company's Board of Directors on 12/31/20, as contemplated by the reporting person's five-year employment agreement with the Company dated 10/01/16, which was filed as an exhibit to the Company's Form 8-K dated 11/25/16. The number of shares reported assumes target performance over the four-year performance period; the actual number of shares that may be earned is based on the cumulative annual growth rate of the Company's total shareholder return over a four-year performance period from 01/01/17 through 12/31/20, and may range from 0 shares to 538,505 shares of the Company's common stock. Any shares earned over the four-year performance period will vest on 03/01/21, based on the actual level of performance achieved, subject to the reporting person's continued employment through that date. ( 2 )This grant of performance-vesting restricted stock units, representing the right to receive shares of the Company's common stock, was awarded by the Compensation Committee of the Company's Board of Directors on 12/31/20, as contemplated by the reporting person's five-year employment agreement. The number of shares reported assumes target performance over the five-year performance period; the actual number of shares that may be earned is based on the Company's cumulative operating income over a five-year performance period from 01/01/17 through 12/31/21, and may range from 0 shares to 348,950 shares of the Company's common stock. Any shares earned over the five-year performance period will vest on 03/31/22, based on the actual level of performance achieved, subject to the reporting person's continued employment through that date. This award is subject to immediate vesting if the terms set forth in Section 12 of the reporting person's employment agreement are met. ( 3 )Following the transactions reported on this Form 4, the reporting person held 2,354,236 shares of the Company's common stock. The reporting person also held 1,951,654 performance-vesting restricted stock units, each representing the right to receive shares of the Company's common stock. The actual number of aggregate shares earned in connection with the performance-vesting restricted stock units will depend on actual performance and will range from 0 to 3,403,411 shares of the Company's common stock. The number of performance-vesting restricted stock units assumes, as previously disclosed, maximum performance for grants prior to 9/9/20 and, as will be the case with respect to the reporting person's future grants, assumes target performance for the 12/31/20 grants. ( 4 )The reporting person and Brian G. Kelly are the managers of ASAC II LLC. The reporting person disclaims beneficial ownership of the Company's common stock held by ASAC II LLC except to the extent of his pecuniary interest therein. ( 5 )The reporting person disclaims beneficial ownership of the Company's common stock held by these UTMAs except to the extent of his pecuniary interest therein. ( 6 )These shares are held by grantor retained annuity trusts for the benefit of the reporting persons's children, of which the reporting person is the trustee. ( 7 )Reflects shares of the Company's common stock indirectly beneficially owned through Delmonte Investments, LLC, of which the reporting person is a member and manager.

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