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This excerpt taken from the ATVI DEF 14A filed Apr 22, 2009. Change of Control Awards under the 2008 Plan may provide that, upon a change of control of Activision Blizzard, such awards will become vested or earned, in whole or in part. For example, an award of options or SARs may provide that unvested options or SARs will become vested and immediately exercisable, either in whole or in part, upon a change of control. Similarly, awards of restricted shares, restricted 13 share units, performance shares and performance units, custom awards and incentive bonuses may provide that the restrictions or other conditions prescribed by the Compensation Committee, if any, with respect thereto will automatically lapse, expire and terminate, and such awards will be deemed to be earned, in whole or in part, upon a change of control. This excerpt taken from the ATVI DEF 14A filed Jul 29, 2008. Change of Control Awards under the 2008 Plan may provide that, upon a change of control of the Company, such awards will become vested or earned, in whole or in part. For example, an award of options or SARs may provide that unvested options or SARs will become vested and immediately exercisable, either in whole or in part, upon a change of control. Similarly, awards of restricted shares, restricted share units, performance shares and performance units, custom awards and incentive bonuses may provide that the restrictions or other conditions prescribed by the Compensation Committee, if any, with respect thereto will automatically lapse, expire and terminate, and such awards will be deemed to be earned, in whole or in part, upon a change of control. These excerpts taken from the ATVI 10-K filed May 30, 2008. “Change of Control”
has the meaning given to such term in the Employment Agreement.
“Closing Price” has the meaning given to such term in the Employment Agreement.
“Closing Share Value” has the meaning given to such term in the Employment Agreement.
“Change of Control” has the meaning given to such term in the Employment Agreement.
“Closing Price”
“Closing Share Value”
This excerpt taken from the ATVI DEF 14A filed Jul 30, 2007. Change of Control Awards under the 2007 Plan may provide that, upon a change of control of the Company, such awards will become vested or earned, in whole or in part. For example, an award of options or SARs may provide that unvested options or SARs will become vested and immediately exercisable, either in whole or in part, upon a change of control. Similarly, awards of restricted shares, restricted share units, performance shares and performance units, custom awards and incentive bonuses may provide that the restrictions or other conditions prescribed by the Compensation Committee, if any, with respect thereto will automatically lapse, expire and terminate, and such awards will be deemed to be earned, in whole or in part, upon a change of control. This excerpt taken from the ATVI 10-Q filed Aug 4, 2005. Change of Control. The
terms of any Award may provide in the Share Option Agreement, Restricted Share
Agreement, or other document evidencing the Award, that upon a “Change of
Control” of the Company (as that term may be defined therein), (i) Options
(and share appreciation rights) immediately vest and become fully exercisable, (ii) restrictions
on Restricted Shares lapse and the shares become fully vested, and (iii) such
other additional benefits as the Committee deems appropriate shall apply,
subject in each case to any terms and conditions contained in the applicable
document evidencing such Award. For
purposes of this
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Plan, a “Change of Control” shall mean an event described in the applicable document evidencing the Award or such other event as determined in the sole discretion of the Board of Directors of the Company. The Committee, in its discretion, may determine that, upon the occurrence of a Change of Control of the Company, each Option and share appreciation right outstanding hereunder shall terminate within a specified number of days after notice to the Participant or Holder, and such Participant or Holder shall receive, with respect to each Share subject to such Option or share appreciation right, an amount equal to the excess of the Fair Market Value of such Share immediately prior to the occurrence of such Change of Control over the exercise price per share of such Option or share appreciation right; such amount to be payable in cash, in one or more kinds of property (including the property, if any, payable in the transaction) or in a combination thereof, as the Committee, in its discretion, shall determine.
This excerpt taken from the ATVI 10-K filed Jun 9, 2005. Change of Control. If the Holder is an active employee of the Company or any of
its subsidiaries at the time there occurs a “Change of Control” of the Company
and the Holder’s employment is terminated by the Company or any of its
subsidiaries other than for Cause (as defined below) within twelve (12) months
following such Change of Control, or such longer period as the Committee may
determine, the portion, if any, of this Option with respect to which the right
to exercise has not yet accrued, shall immediately vest and be exercisable in
full, effective upon such termination, for a period of 30 days thereafter, or
such longer period as the Committee may determine. Notwithstanding the foregoing, in the event
the Holder has a written employment agreement with the Company which contains
terms relating to a “Change of Control,” all such terms shall supplement this Section 7,
and to the extent that there may be conflicting terms between this Option and
the terms of such employment agreement, the terms of such employment agreement
shall govern the treatment of this Option in the event of a “Change of Control”
of the Company. For purposes of this
Option, “Change of Control” shall have the meaning specified in the Holder’s
written employment agreement with the Company, if any. In the event (i) such term is not
defined in the Holder’s employment agreement with the Company or (ii) the
Holder does not have a written employment agreement with the Company, a “Change
of Control” of the Company shall be deemed to occur if:
a. there shall have occurred a Change of Control of a nature that would be required to be reported in response to Item 6(e) of Schedule 14A of Regulation 14A
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promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), as in effect on the date hereof, whether or not the Company is then subject to such reporting requirement, | EXCERPTS ON THIS PAGE:
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