Activision Blizzard (ATVI)

Compensation Discussion and Analysis

        This Compensation Discussion and Analysis describes the material elements of our executive compensation program and the rationale for the program elements and decisions. This section:

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describes the business environment in which we operate and the resulting requirements for talent;



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summarizes our compensation philosophy and objectives;



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outlines our decision-making approach related to executive compensation; and



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describes the elements and rationale behind our compensation programs for the nine month period ended December 31, 2008 as well as planned refinements for the calendar year ending December 31, 2009.

Compensation Discussion and Analysis

        This Compensation Discussion and Analysis describes the material elements of compensation paid or awarded to the Company's named executive officers in fiscal 2008. This section:

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describes the business environment in which the Company operates and the resulting requirements for talent, including:


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the Company's belief about the type of executive talent needed to drive stockholder returns; and



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the appropriate executive compensation philosophy to attract, retain and engage executive talent and ensure rewards are commensurate with performance.



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outlines the Company's decision-making approach related to executive compensation, including:


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the Compensation Committee's scope of authority;



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the role of executive officers and independent compensation consultants in making compensation decisions; and



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the factors considered when evaluating compensation design and levels, including competitive assessments, benchmarking and internal equity.



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describes the elements and rationale behind the Company's compensation plans and policies for fiscal 2008, including:


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employment agreements;



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base salaries;



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performance-based annual bonuses; and



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long-term incentive and equity grants, including stock ownership requirements.



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explains the other reward programs and noteworthy employment arrangements provided by the Company and the reasons in providing them, including:


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retirement programs;



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perquisites and other personal benefits; and



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termination of employment and change of control arrangements.