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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Options | $ 13.08 (1) | 12/14/2007 | D | 339,687 | (2) | 06/20/2015 | Common Stock, par value $0.0001 per share | 339,687 | $ 0 (1) | 0 | I | Grantor Retained Annuity Trust | |||
Employee Stock Options | $ 13.328 (1) | 12/14/2007 | A | 339,687 | (3) | 06/20/2015 | Common Stock, par value $0.0001 per share | 339,687 | $ 0 (1) | 339,687 | I | Grantor Retained Annuity Trust | |||
Employee Stock Options | $ 6.9025 (1) | 12/14/2007 | D | 351,648 | (4) | 04/08/2012 | Common Stock, par value $0.0001 per share | 351,648 | $ 0 (1) | 0 | D | ||||
Employee Stock Options | $ 7.87 (1) | 12/14/2007 | A | 351,648 | (3) | 04/08/2012 | Common Stock, par value $0.0001 per share | 351,648 | $ 0 (1) | 351,648 | D | ||||
Employee Stock Options | $ 5.735 (1) | 12/14/2007 | D | 1,126,297 | (5) | 07/22/2012 | Common Stock, par value $0.0001 per share | 1,126,297 | $ 0 (1) | 0 | D | ||||
Employee Stock Options | $ 6.688 (1) | 12/14/2007 | A | 1,126,297 | (3) | 07/22/2012 | Common Stock, par value $0.0001 per share | 1,126,297 | $ 0 (1) | 1,126,297 | D | ||||
Employee Stock Options | $ 5.735 (1) | 12/14/2007 | D | 273,705 | (5) | 07/22/2012 | Common Stock, par value $0.0001 per share | 273,705 | $ 0 (1) | 0 | I | Family Trust (6) | |||
Employee Stock Options | $ 6.688 (1) | 12/14/2007 | A | 273,705 | (3) | 07/22/2012 | Common Stock, par value $0.0001 per share | 273,705 | $ 0 (1) | 273,705 | I | Family Trust (6) | |||
Employee Stock Options | $ 3.4792 (1) | 12/14/2007 | D | 175,081 | (7) | 04/04/2011 | Common Stock, par value $0.0001 per share | 175,081 | $ 0 (1) | 0 | I | Grantor Retained Annuity Trust | |||
Employee Stock Options | $ 6.542 (1) | 12/14/2007 | A | 175,081 | (3) | 04/04/2011 | Common Stock, par value $0.0001 per share | 175,081 | $ 0 (1) | 175,081 | I | Grantor Retained Annuity Trust | |||
Employee Stock Options | $ 3.4792 (1) | 12/14/2007 | D | 83,612 | (8) | 04/04/2011 | Common Stock, par value $0.0001 per share | 83,612 | $ 0 (1) | 0 | D | ||||
Employee Stock Options | $ 6.542 (1) | 12/14/2007 | A | 83,612 | (3) | 04/04/2011 | Common Stock, par value $0.0001 per share | 83,612 | $ 0 (1) | 83,612 | D | ||||
Employee Stock Options | $ 1.75 (1) | 12/14/2007 | D | 4,303,913 | (9) | 03/23/2009 | Common Stock, par value $0.0001 per share | 4,303,913 | $ 0 (1) | 0 | D | ||||
Employee Stock Options | $ 2.063 (1) | 12/14/2007 | A | 4,303,913 | (3) | 03/23/2009 | Common Stock, par value $0.0001 per share | 4,303,913 | $ 0 (1) | 4,303,913 | D | ||||
Employee Stock Options | $ 1.75 (1) | 12/14/2007 | D | 244,135 | (10) | 03/23/2009 | Common Stock, par value $0.0001 per share | 244,135 | $ 0 (1) | 0 | I | Family Trust (6) | |||
Employee Stock Options | $ 2.063 (1) | 12/14/2007 | A | 244,135 | (3) | 03/23/2009 | Common Stock, par value $0.0001 per share | 244,135 | $ 0 (1) | 244,135 | I | Family Trust (6) | |||
Employee Stock Options | $ 4.1667 (1) | 12/14/2007 | D | 178,201 | (11) | 10/01/2011 | Common Stock, par value $0.0001 per share | 178,201 | $ 0 (1) | 0 | D | ||||
Employee Stock Options | $ 5.29 (1) | 12/14/2007 | A | 178,201 | (3) | 10/01/2011 | Common Stock, par value $0.0001 per share | 178,201 | $ 0 (1) | 178,201 | D | ||||
Employee Stock Options | $ 3.4792 (1) | 12/14/2007 | D | 300,309 | (8) | 04/04/2011 | Common Stock, par value $0.0001 per share | 300,309 | $ 0 (1) | 0 | D | ||||
Employee Stock Options | $ 6.542 (1) | 12/14/2007 | A | 300,309 | (3) | 04/04/2011 | Common Stock, par value $0.0001 per share | 300,309 | $ 0 (1) | 300,309 | D | ||||
Employee Stock Options | $ 6.542 (1) | 12/14/2007 | D | 241,427 | (3) | 04/04/2011 | Common Stock, par value $0.0001 per share | 241,427 | $ 0 (1) | 58,882 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
KOTICK ROBERT A C/O ACTIVISION, INC. 3100 OCEAN PARK BOULEVARD SANTA MONICA, CA 90405 |
X | Chairman & CEO |
/s/ George L. Rose*** | 12/14/2007 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | The transactions reported herein as acquisitions and dispositions reflect adjustments to exercise prices of options previously issued to the reporting person following the redetermination of measurement dates and exercise prices previously reported by Activision in its Form 10-K/A for the fiscal year ended March 31, 2005. |
(2) | The option, which was granted on June 20, 2005, was exercisable in full as of June 20, 2007. |
(3) | As the original option (reported herein as a cancelled option) was exercisable in full on the date on which it was cancelled, the option as amended (reported herein as an option issued in replacement thereof) was exercisable in full on the date of amendment (reported herein as the date of grant). |
(4) | The option, which was granted on April 8, 2002, was exercisable in full as of the date of grant. |
(5) | The option, which was granted on July 22, 2002, was exercisable in full as of July 22, 2006. |
(6) | The reporting person disclaims beneficial ownership of all such shares, and this report shall not be deemed and admission that the reporting person is the beneficial owner of such shares for purposes of Section 16 or for any other purpose. |
(7) | The option, which was granted on April 4, 2001, was exercisable in full as of May 3, 2001. |
(8) | The option, which was granted on April 4, 2001, was exercisable in full as of the date of grant. |
(9) | The option, which was granted on March 23, 1999, was exercisable in full as of April 18, 2000. |
(10) | The option, which was granted on March 23, 1999, was exercisable in full as of July 6, 2000. |
(11) | The option, which was granted on October 1, 2001, was exercisable in full as of the date of grant. |
Remarks: ***George L. Rose was granted a power of attorney to sign all Forms 4 and 5 on behalf of the reporting person. |