Activision Blizzard (ATVI)

Stockholder Recommendation of Directors

        The Nominating and Corporate Governance Committee will review the qualifications of, and make recommendations to our Board regarding, Independent Director candidates submitted to us by our stockholders.

        For a director candidate submitted by a stockholder, or group of stockholders, to be considered by the Nominating and Corporate Governance Committee, that recommendation must be in writing and must include the following information:

•

the name and address of the stockholder and evidence of such person's ownership of our Common Stock, including the number of shares beneficially owned and the length of time of ownership;



•

the name of the director candidate, the candidate's resume or a list of his or her qualifications to be a director of Activision Blizzard and the nominee's consent to be named a director if nominated; and



•

a description of any arrangements or understandings between the stockholder and such director candidate and any other persons (including their names), pursuant to which the recommendation is made.

The stockholder recommendation and information described above must be sent to our Corporate Secretary at Activision Blizzard, Inc., 3100 Ocean Park Blvd., Santa Monica, California 90405, and must be received by the Corporate Secretary not less than 120 days prior to the anniversary date of our most recent annual meeting of stockholders.

        In addition, in accordance with our corporate governance term sheet adopted in connection with the settlement of litigation in July 2008, by July 27, 2009, our Board, in consultation with a corporate governance consultant, is required to adopt a procedure to identify potential director nominees provided by stockholders who have held more than 1% of our Common Stock for the nine months prior to any such determination.

Stockholder Recommendation of Directors

        The Nominating and Corporate Governance Committee will review the qualifications of, and make recommendations to the Board regarding, independent director candidates submitted to the Company by stockholders, and review and evaluate any stockholder proposals relating to the nomination by stockholders of any candidates to the Board or the right of any stockholder to do so.

        In addition, the chairperson of the committee (or a designee) will, in consultation with a corporate governance consultant, request that known holders of more than 1% of the Company's common stock (who have held such stock for at least the previous nine months) provide up to two names of potential independent director nominees. The committee will review each such proposed nominee and, to the extent the proposed nominees satisfy objective criteria established by the committee, recommend to the full Board a candidate from among those it considered.

        For a nominee submitted by any other stockholder, or group of stockholders, to be considered by the Nominating and Corporate Governance Committee, that recommendation must be in writing and must include the following information:

•

the name and address of the stockholder and evidence of such stockholder's ownership of Common Stock, including the number of shares beneficially owned and the length of time of ownership;



•

the name of the nominee, the nominee's resume or a list of his or her qualifications to be a director of the Company and the nominee's consent to be named a director if selected by the Nominating and Corporate Governance Committee and nominated by the Board;



•

a representation that the stockholder is entitled to vote at the annual meeting of stockholders at which the directors will be elected and that the stockholder intends to appear in person or by proxy at such annual meeting to nominate the person specified in the notice; and



•

a description of any arrangements or understandings between the stockholder and such nominee and any other persons (including their names), pursuant to which the nomination is made.

The stockholder recommendation and information described above must be sent to the Company's Corporate Secretary at Activision Blizzard, Inc., 3100 Ocean Park Blvd., Santa Monica, California 90405, and must be received by the Corporate Secretary not less than 120 days prior to the anniversary date of the Company's most recent annual meeting of stockholders.

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Stockholder Recommendation of Directors

        The Nominating/Corporate Governance Committee will consider director nominees recommended by Stockholders of record. In addition to all of the factors that the Committee may consider when proposing director nominees to the Board, when considering nominees submitted by a Stockholder, the Nominating/Corporate Governance Committee may take into consideration the number of shares of Common Stock held by the recommending Stockholder, the length of time that such shares have been held and the relationship, if any, between the recommending Stockholder and the proposed director nominee.

        For a nominee to be considered by the Nominating/Corporate Governance Committee, a Stockholder, or group of Stockholders, must submit a written recommendation, which must include the following information:

•

the name and address of the Stockholder and evidence of such Stockholder's ownership of Common Stock, including the number of shares beneficially owned and the length of time of ownership;



•

the name of the nominee, the nominee's resume or a list of his or her qualifications to be a director of the Company and the nominee's consent to be named a director if selected by the Nominating/Corporate Governance Committee and nominated by the Board;



•

a representation that the Stockholder is entitled to vote at the annual meeting of Stockholders at which the directors will be elected and that the Stockholder intends to appear in person or by proxy at such annual meeting to nominate the person specified in the notice; and



•

a description of any arrangements or understandings between the Stockholder and such nominee and any other persons (including their names), pursuant to which the nomination is made.

        The Stockholder recommendation and information described above must be sent to the Company's Corporate Secretary, Activision, Inc., 3100 Ocean Park Blvd., Santa Monica, CA 90405, and must be received by the Corporate Secretary not less than 120 days prior to the anniversary date of the Company's most recent annual meeting of Stockholders.

Stockholder Recommendation of Directors

The Nominating and Corporate Governance Committee will consider director candidates recommended by stockholders. In addition to all of the factors that the Committee may consider when proposing director nominees to the Board, when considering candidates submitted by stockholders, the Nominating and Corporate Governance Committee may also take into consideration the number of shares of the Company's common stock held by the recommending stockholder, the length of time that such shares have been held and the relationship, if any, between the recommending stockholder and the proposed director nominee.

To have a candidate considered by the Nominating and Corporate Governance Committee, a stockholder must submit the recommendation in writing and must include the following information:

•

name and address of the stockholder and evidence of the person's ownership of Company stock, including the number of shares beneficially owned and the length of time of ownership;



•

name of the candidate, the candidate's resume or a listing of his or her qualifications to be a director of the Company, and the person's consent to be named as a director if selected by the Nominating and Corporate Governance Committee and nominated by the Board;



•

representation that the stockholder is entitled to vote at the annual meeting at which directors will be elected, and that the stockholder intends to appear in person or by proxy at the meeting to nominate the person(s) specified in the notice; and



•

description of any arrangements or understandings between the stockholder and such nominee and any other persons (including their names), pursuant to which the nomination is made.

The stockholder recommendation and information described above must be sent to the Company's Corporate Secretary at Activision, Inc., 3100 Ocean Park Blvd., Suite 1000, Santa Monica, CA 90405, and must be received

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by the Corporate Secretary not less than 120 days prior to the anniversary date of the Company's most recent annual meeting of Stockholders.

Stockholder Recommendation of Directors

The Nominating and Corporate Governance Committee will consider director candidates recommended by stockholders. In addition to all of the factors that the Committee may consider when proposing director nominees to the Board, when considering candidates submitted by stockholders, the Nominating and Corporate Governance Committee may also take into consideration the number of shares of the Company's common stock held by the recommending stockholder, the length of time that such shares have been held and the relationship, if any, between the recommending stockholder and the proposed director nominee.

To have a candidate considered by the Nominating and Corporate Governance Committee, a stockholder must submit the recommendation in writing and must include the following information:

•

The name and address of the stockholder and evidence of the person's ownership of Company stock, including the number of shares beneficially owned and the length of time of ownership;



•

The name of the candidate, the candidate's resume or a listing of his or her qualifications to be a director of the Company, and the person's consent to be named as a director if selected by the Nominating and Corporate Governance Committee and nominated by the Board;



•

A representation that the stockholder is entitled to vote at the annual meeting at which directors will be elected, and that the stockholder intends to appear in person or by proxy at the meeting to nominate the person(s) specified in the notice; and



•

A description of any arrangements or understandings between the stockholder and such nominee and any other persons (including their names), pursuant to which the nomination is made.

The stockholder recommendation and information described above must be sent to the Company's Corporate Secretary at Activision, Inc., 3100 Ocean Park Blvd., Suite 1000, Santa Monica, CA 90405, and must be received

8

by the Corporate Secretary not less than 120 days prior to the anniversary date of the Company's most recent annual meeting of Stockholders.