FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Walther Christopher B
2. Issuer Name and Ticker or Trading Symbol

Activision Blizzard, Inc. [ ATVI ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
Chief Legal Officer
(Last)          (First)          (Middle)

C/O ACTIVISION BLIZZARD, INC., 3100 OCEAN PARK BOULEVARD
3. Date of Earliest Transaction (MM/DD/YYYY)

3/14/2020
(Street)

SANTA MONICA, CA 90405
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock, par value $0.000001 per share 3/14/2020  F  13677 (1)D$59.04 148665 I See footnote (2)
Common Stock, par value $0.000001 per share 3/16/2020  M  135092 A$41.09 283757 I See footnote (2)
Common Stock, par value $0.000001 per share 3/16/2020  S(3)  159452 D$55 124305 (4)I See footnote (2)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Employee Stock Options $41.09 3/16/2020  M     135092   (5)11/7/2026 Common Stock, par value $0.000001 per share 135092.0 $41.09 45030 I (6)See footnote. (2)

Explanation of Responses:
(1) On March 14, 2020, 29,523 performance-vesting restricted stock units held by Mr. Walther vested. Pursuant to the terms of his restricted stock unit award agreement, the Company withheld 13,677 of the shares otherwise deliverable to him in order to satisfy the resulting tax withholding obligation. As the performance conditions underlying this restricted stock unit award were not achieved at the maximum level, 6,222 previously reported restricted stock units did not vest. In addition, 19,014 previously reported shares granted pursuant to an additional restricted stock unit award did not vest, as the performance conditions underlying that award were not achieved.
(2) These securities are held by the Walther-Stockton 2013 Family Trust.
(3) The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted on November 26, 2019 by the Walther-Stockton 2013 Family Trust.
(4) Following the transactions reported on this Form 4, Mr. Walther held (a) 18,182 shares of the Company's common stock (b) 31,146 restricted stock units, and (c) 74,977 performance-vesting restricted stock units, each representing the right to receive one share of the Company's common stock.
(5) The exercised options were vested as of March 14, 2020 and the grant will be fully vested on March 14, 2021.
(6) Mr. Walther transferred these securities to the Walther-Stockton 2013 Family Trust immediately after grant.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Walther Christopher B
C/O ACTIVISION BLIZZARD, INC.
3100 OCEAN PARK BOULEVARD
SANTA MONICA, CA 90405


Chief Legal Officer

Signatures
/s/ Christopher B. Walther3/17/2020
**Signature of Reporting PersonDate

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