--- schema_version: "secwatch.filing_event.v1" accession: "0001104659-23-108985" form_type: "8-K" ticker: null cik: "0000718877" company_name: "Activision Blizzard, Inc." filed_at: "2023-10-13T23:59:59+00:00" generated_at: "2026-06-10T00:19:40.211456+00:00" event_type: "m_and_a" sentiment: "neutral" materiality_score: 1.0 calibrated_materiality_score: 1.0 confidence: "high" source: SEC EDGAR --- # Microsoft completes $69B acquisition of Activision Blizzard; ATVI shareholders receive $95/share cash ## Summary - Each share of ATVI converted into $95 cash; no stock consideration. - ATVI delisted from Nasdaq; trading halted and Form 25 filed to deregister. - All prior directors resigned; Keith Dolliver and Benjamin Orndorff appointed as directors. - Activision Blizzard becomes wholly owned subsidiary of Microsoft Corporation. - Certificate of incorporation and bylaws amended and restated effective at close. ## SEC filing metadata - accession: 0001104659-23-108985 - form_type: 8-K - cik: 0000718877 - company_name: Activision Blizzard, Inc. - filed_at: 2023-10-13T23:59:59+00:00 - event_type: m_and_a - sentiment: neutral - materiality_score: 1.0 - calibrated_materiality_score: 1.0 - confidence: high - sec_items: 2.01, 3.01, 3.03, 5.01, 5.03, 5.02, 9.01 - EDGAR index: https://www.sec.gov/Archives/edgar/data/718877/000110465923108985/0001104659-23-108985-index.htm - EDGAR primary document: https://www.sec.gov/Archives/edgar/data/718877/000110465923108985/tm2328253d1_8k.htm ## Machine-readable alternates - HTML: https://secwatch.observer/filing/0001104659-23-108985 - JSON: https://secwatch.observer/filing/0001104659-23-108985.json - Plain text: https://secwatch.observer/filing/0001104659-23-108985.txt ## Key facts - Executive change Benjamin O. Orndorff was appointed as Director at Activision Blizzard, Inc.. - Action: appointed - Role: Director source text: Keith R. Dolliver and Benjamin O. Orndorff, who constituted the directors of Merger Sub as of immediately prior to the Effective Time, became the directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/718877/000110465923108985/0001104659-23-108985-index.htm - Executive change Keith R. Dolliver was appointed as Director at Activision Blizzard, Inc.. - Action: appointed - Role: Director source text: Keith R. Dolliver and Benjamin O. Orndorff, who constituted the directors of Merger Sub as of immediately prior to the Effective Time, became the directors of the Company. evidence_url: https://www.sec.gov/Archives/edgar/data/718877/000110465923108985/0001104659-23-108985-index.htm - Executive change Brian Kelly resigned as Director at Activision Blizzard, Inc.. - Action: resigned - Role: Director source text: As a result of the Merger and pursuant to the Merger Agreement, each of Reveta Bowers, Kerry Carr, Robert Corti, Brian Kelly, Robert Kotick, Barry Meyer, Robert Morgado, Peter Nolan and Dawn Ostroff resigned and ceased to be directors of the Company and members of any committee or subcommittee of the Company’s Board of Directors as of the Effective Time evidence_url: https://www.sec.gov/Archives/edgar/data/718877/000110465923108985/0001104659-23-108985-index.htm - Executive change Dawn Ostroff resigned as Director at Activision Blizzard, Inc.. - Action: resigned - Role: Director source text: As a result of the Merger and pursuant to the Merger Agreement, each of Reveta Bowers, Kerry Carr, Robert Corti, Brian Kelly, Robert Kotick, Barry Meyer, Robert Morgado, Peter Nolan and Dawn Ostroff resigned and ceased to be directors of the Company and members of any committee or subcommittee of the Company’s Board of Directors as of the Effective Time evidence_url: https://www.sec.gov/Archives/edgar/data/718877/000110465923108985/0001104659-23-108985-index.htm - Executive change Robert Corti resigned as Director at Activision Blizzard, Inc.. - Action: resigned - Role: Director source text: As a result of the Merger and pursuant to the Merger Agreement, each of Reveta Bowers, Kerry Carr, Robert Corti, Brian Kelly, Robert Kotick, Barry Meyer, Robert Morgado, Peter Nolan and Dawn Ostroff resigned and ceased to be directors of the Company and members of any committee or subcommittee of the Company’s Board of Directors as of the Effective Time evidence_url: https://www.sec.gov/Archives/edgar/data/718877/000110465923108985/0001104659-23-108985-index.htm - Executive change Peter Nolan resigned as Director at Activision Blizzard, Inc.. - Action: resigned - Role: Director source text: As a result of the Merger and pursuant to the Merger Agreement, each of Reveta Bowers, Kerry Carr, Robert Corti, Brian Kelly, Robert Kotick, Barry Meyer, Robert Morgado, Peter Nolan and Dawn Ostroff resigned and ceased to be directors of the Company and members of any committee or subcommittee of the Company’s Board of Directors as of the Effective Time evidence_url: https://www.sec.gov/Archives/edgar/data/718877/000110465923108985/0001104659-23-108985-index.htm - Executive change Reveta Bowers resigned as Director at Activision Blizzard, Inc.. - Action: resigned - Role: Director source text: As a result of the Merger and pursuant to the Merger Agreement, each of Reveta Bowers, Kerry Carr, Robert Corti, Brian Kelly, Robert Kotick, Barry Meyer, Robert Morgado, Peter Nolan and Dawn Ostroff resigned and ceased to be directors of the Company and members of any committee or subcommittee of the Company’s Board of Directors as of the Effective Time evidence_url: https://www.sec.gov/Archives/edgar/data/718877/000110465923108985/0001104659-23-108985-index.htm - Executive change Robert Kotick resigned as Director at Activision Blizzard, Inc.. - Action: resigned - Role: Director source text: As a result of the Merger and pursuant to the Merger Agreement, each of Reveta Bowers, Kerry Carr, Robert Corti, Brian Kelly, Robert Kotick, Barry Meyer, Robert Morgado, Peter Nolan and Dawn Ostroff resigned and ceased to be directors of the Company and members of any committee or subcommittee of the Company’s Board of Directors as of the Effective Time evidence_url: https://www.sec.gov/Archives/edgar/data/718877/000110465923108985/0001104659-23-108985-index.htm - Executive change Robert Morgado resigned as Director at Activision Blizzard, Inc.. - Action: resigned - Role: Director source text: As a result of the Merger and pursuant to the Merger Agreement, each of Reveta Bowers, Kerry Carr, Robert Corti, Brian Kelly, Robert Kotick, Barry Meyer, Robert Morgado, Peter Nolan and Dawn Ostroff resigned and ceased to be directors of the Company and members of any committee or subcommittee of the Company’s Board of Directors as of the Effective Time evidence_url: https://www.sec.gov/Archives/edgar/data/718877/000110465923108985/0001104659-23-108985-index.htm - Executive change Barry Meyer resigned as Director at Activision Blizzard, Inc.. - Action: resigned - Role: Director source text: As a result of the Merger and pursuant to the Merger Agreement, each of Reveta Bowers, Kerry Carr, Robert Corti, Brian Kelly, Robert Kotick, Barry Meyer, Robert Morgado, Peter Nolan and Dawn Ostroff resigned and ceased to be directors of the Company and members of any committee or subcommittee of the Company’s Board of Directors as of the Effective Time evidence_url: https://www.sec.gov/Archives/edgar/data/718877/000110465923108985/0001104659-23-108985-index.htm - Executive change Kerry Carr resigned as Director at Activision Blizzard, Inc.. - Action: resigned - Role: Director source text: As a result of the Merger and pursuant to the Merger Agreement, each of Reveta Bowers, Kerry Carr, Robert Corti, Brian Kelly, Robert Kotick, Barry Meyer, Robert Morgado, Peter Nolan and Dawn Ostroff resigned and ceased to be directors of the Company and members of any committee or subcommittee of the Company’s Board of Directors as of the Effective Time evidence_url: https://www.sec.gov/Archives/edgar/data/718877/000110465923108985/0001104659-23-108985-index.htm - Governance Changes Activision Blizzard, Inc.: The bylaws of Activision Blizzard were amended and restated in their entirety at the Effective Time of the merger (effective 2023-10-13). - Change: bylaw amendment - Effective: 2023-10-13 source text: A copy of the Fourth Amended and Restated Certificate of Incorporation and Sixth Amended and Restated Bylaws of the Company are filed as Exhibits 3.1 and 3.2, respectively, to this Current Report on Form 8-K and are incorporated herein by reference. evidence_url: https://www.sec.gov/Archives/edgar/data/718877/000110465923108985/0001104659-23-108985-index.htm - Governance Changes Activision Blizzard, Inc.: Pursuant to Merger Agreement, the certificate of incorporation of Activision Blizzard was amended and restated in its entirety at the Effective Time of the merger (effective 2023-10-13). - Change: charter amendment - Effective: 2023-10-13 source text: Pursuant to the Merger Agreement, effective as of the Effective Time, the certificate of incorporation and the bylaws of the Company were amended and restated in their entirety. evidence_url: https://www.sec.gov/Archives/edgar/data/718877/000110465923108985/0001104659-23-108985-index.htm - M&A Transactions Activision Blizzard, Inc. underwent a change of control involving Microsoft Corporation for $95.00 in cash (closed 2023-10-13). - Action: change of control - Counterparty: Microsoft Corporation - Consideration: $95.00 in cash - Closing: 2023-10-13 source text: nnounced transaction with Microsoft Corporation, a Washington corporation (“ Parent ”), pursuant to the Agreement and evidence_url: https://www.sec.gov/Archives/edgar/data/718877/000110465923108985/0001104659-23-108985-index.htm This AI-assisted summary is a reading aid. Review the linked SEC EDGAR filing before relying on any specific claim.