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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 | $ 20.1 | 11/14/2014 | A | 200,000 | (9) | 11/14/2024 | Common Stock, par value $0.000001 per share | 200,000 | $ 0 | 200,000 | D | ||||
Employee Stock Options | $ 20.1 | 11/14/2014 | A | 10,555 | (10) | 11/14/2024 | Common Stock, par value $0.000001 per share | 10,555 | $ 0 | 10,555 | I | Securites held by Mr. Morhaime's wife |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Morhaime Michael C/O BLIZZARD ENTERTAINMENT 16215 ALTON PARKWAY IRVINE, CA 92618 |
Pres. & CEO-Blizzard Ent. |
/s/ Michael Morhaime | 11/18/2014 | |
**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) | On November 14, 2014, 23,334 restricted stock units held by Mr. Morhaime vested. Pursuant to the terms of his restricted stock unit award agreement, the Company withheld 12,176 of the shares otherwise deliverable to him in order to satisfy the resulting tax withholding obligation. |
(2) | Following the receipt thereof, Mr. Morhaime transferred the net shares he received in connection with the vesting of his restricted stock units to the Michael Morhaime Revocable Trust. |
(3) | These securities are held by the Michael Morhaime Revocable Trust. |
(4) | This grant was for 70,000 restricted stock units, each representing the right to receive one share of the Company's common stock, one-third of which will vest on each of November 13, 2015, 2016 and 2017. |
(5) | Following the transactions reported on this Form 4, Mr. Morhaime directly held 339,998 restricted stock units, each representing the right to receive one share of the Company's common stock. |
(6) | Following the transactions reported on this Form 4, Mr. Morhaime indirectly held (through the Michael Morhaime Revocable Trust) 207,239 shares of the Company's common stock. |
(7) | This grant was for 5,653 restricted stock units, each representing the right to receive one share of the Company's common stock, some or all which will vest on March 15, 2018, subject to the satisfaction of the underlying performance conditions. The number assumes maximum performance; target performance would result in a release of 4,522 shares of the Company's common stock. |
(8) | Following the transactions reported on this Form 4, Mr. Morhaime indirectly held (through his wife) (a) 5,047 shares of the Company's common stock and (b) 18,173 restricted stock units, each representing the right to receive one share of the Company's common stock, 5,653 of which have performance-based vesting. |
(9) | One-third of these options vest on each of November 13, 2015, 2016 and 2017. |
(10) | One-third of these options vest on each of November 14, 2015, 2016 and 2017. |