Proxy Statement
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OUR MISSION Connecting and engaging the world through epic entertainment has never been more relevant or more important, and we are humbled and grateful that an audience of 400+ million players in 190 countries has continued to turn to us each month. We are thankful to our exceptionally dedicated employees who have continued to innovate, deliver, and expand our mission despite the challenges of the pandemic. And we deeply appreciate you—our shareholders— for your ongoing confidence, trust, and feedback. Our company and our franchises convene and unite. We bring people together, 400 million players from 190 countries. They come to play, to collaborate, to share moments of joy, and to challenge themselves. And we bring them together in ways that foster understanding and inclusion—across geography, race, gender, orientation, and ideology. Our values are visible in our work and our actions as a team—from our board to our nearly 10,000 employees in 36 countries collaborating every day to bring the best of ourselves to our players, to each other, and to our communities. WE ARE ACTIVE LISTENERS AND ACTION TAKERS. Our games unite. Our games inspire. Our games bring the world closer together. We celebrate participation. We celebrate our communities, anchored in our franchises. And, we celebrate dedicated people who work, every day, in every way, for the benefit of our players and our shareholders. Our values drive our team to excellence and drive our vision in shaping the future of our company. • OUR PLAYERS—the center of our world is our players—400 million in 190 countries. • OUR PEOPLE—from designers and programmers to artists and accountants, we all embody the spirit of our communities, and we have a deep commitment to the impact our games have for society. • INCLUSION—we embrace our responsibility to ensure that our games reflect society—accurately, accessibly, and aspirationally. • SHARED INSPIRATION—manifested through our creativity, this motivates all we do to perform at the highest level for players and our shareholders. Embracing these values—delighting our players every day and profitably operating and growing our business—we strive to succeed for our shareholders. And succeed we have, creating more than $55šbillion of value during the last decade with purpose and impact in the service of our social responsibility. “At first, we played video games because we were friends; now we’re friends because we played video games. Gaming wasn’t an escape from community; it was a portal into it.” - Peter Suderman Features Editor at Reason EXTRAORDINARY RESULTS, EXCEPTIONAL RESPONSIVENESS, AND A POWERFUL PATH TO FURTHER GROWTH AN EXTRAORDINARY TRACK RECORD OF SUCCESS Over Over 8,000% $45B 50% in shareholder value total shareholder return created over the last total shareholder over the last 20 years four years return in 2020 Y/Y increase Y/Y increase 70% 32% in operating in net bookings profit in 2020 in 2020 DEEPLY RESPONSIVE TO SHAREHOLDERS • Significant increase in shareholder outreach • Reduced CEO salary and bonus for 2021 by 50% to below 25th percentile of peers;†95%+ of CEO pay remains at risk; future LTI grants no greater than peer median • Enhanced disclosure of executive compensation incentive targets and achievements • Added ESG metrics for DE&I and sustainability to performance objectives • Publishing detailed ESG report in Q2 2021 and committed to Rooney Rule for all future Board and external CEO searches April 30, 2021 DEAR FELLOW SHAREHOLDERS: With so much of the world tested by extraordinary social, environmental, economic, and public health challenges, we are proud of the role that Activision Blizzard plays in serving the public by keeping people connected, and by using our powerful global platform to comfort, inspire, and draw communities together. OUR MISSION—connecting and engaging the world through epic entertainment—has never been more relevant nor more important, and we are humbled and grateful that an audience of 400+ million players in 190 countries has continued to turn to us each month. We are thankful to our exceptionally dedicated employees who have continued to innovate and execute on our mission despite the challenges of the pandemic. And we deeply appreciate you—our shareholders—for your ongoing confidence, trust, and feedback. Activision Blizzard has a long track record of focus and operational excellence, driving increased value for our shareholders. That continued in 2020. With the safety of our employees always our priority, we successfully transitioned nearly 10,000 employees safely and efficiently to work from home. And our team didn’t miss a beat, delivering content of the highest quality, creating new ways for our players to connect and find community, significantly expanding our delivery of live, online content to fans around the world, and substantially growing our presence on mobile platforms. And, we delivered $45 billion in additional value to our shareholders since 2016. The consistency, expertise, and remarkable dedication of our team members are key reasons for this growth and are why, over the last 20 years, we have achieved financial, operational, and creative success. Our total shareholder return over the past two decades has exceeded 8,100%, compared to 322% for the S&P 500. If you had invested $1,000 in our company 20 years ago, that investment, including dividend reinvestment, would have been worth $82,190 at the end of 2020, or around 20 times the S&P 500’s $4,223 over the same period. With Total Shareholder Return for 2020 at over 50%—outperforming most of our direct competitors and far exceeding the S&P 500’s 18%—our record results in 2020 illustrate the scale of the opportunity for our company, the strength of our pipeline, and our agility. The key to our success has come from our significant investments in people and new content, focused execution of our multi-year strategy to grow our franchises, audience of global players, and expansion to new platforms, and strong execution in premium content, in-game operations, expanding our presence on mobile, and ramping up new engagement models. We are fortunate to have some of the most popular and successful entertainment franchises in the world as we continue to develop our pipeline of new content across multiple platforms. We had roughly 400 million players in 2020, and we’re accelerating our path to reach 1 billion players per month as we deploy our Call of Duty model to other franchises and pursue a clear path to drive expanded reach, engagement, and player investment across our largest franchises. We expect to grow earnings per share meaningfully in 2021 and then build upon that financial performance in 2022. We will continue to pursue new opportunities to build on our already leading franchises, reintroduce franchises from our rich library, and develop original intellectual property—and in an industry with only a few franchises generating $1 billion a year in revenue, we have three and expect to add an additional two $1 billion franchises over the next few years. www.activisionblizzard.com ACTIVISION BLIZZARD, INC. 2021 Proxy Statement 5 Supporting Our Employees and Communities through the Pandemic From the earliest moments of the COVID-19 pandemic, we took action to support our employees, our players, and our communities. When traditional medical services came under huge demand at the onset of the pandemic, we created an extensive network of physicians to help ensure that our employees and their families had access to medical advice. To directly support the communities in which our employees live and work and our players thrive, we donated more than $5 million to aid hospitals, healthcare organizations, and nonprofits that were treating COVID-19 patients, vaccinating frontline workers, creating opportunities for veterans, and conducting promising drug trials and convalescent plasma therapies. Continuing to Foster Inclusive Workplaces and Gaming Environments At Activision Blizzard, we have a clear responsibility to make our workplaces and our games more diverse, equitable, and inclusive—and we are continuing to work hard to effect change and make a bigger positive impact. Inclusive game and content design are central to who we are, and our franchises have characters that are as diverse as our gamers, including characters of color, characters from the LGBTQ+ community, non-binary characters, characters of differing abilities, and autistic characters—a commitment we will continue to seek to expand. To keep providing engaging gaming experiences that will resonate with our diverse players, our own company must continue to reflect the diversity and values of our players and fans. We remain committed to developing an employee base that represents the global communities in which we operate. To this end, we enhanced our sourcing, hiring, and retention practices even further in 2020 to improve our impact and it will remain an ongoing process. We have also significantly enhanced the diversity of our leadership team. At the same time, we are continuing to invest in diversity, equity, and inclusion programs across the globe and expanded career pathways for talented people, especially those from backgrounds that have been historically underrepresented in technology and entertainment. While there is still important work to do, we are proud of the accomplishments we have made on this front, such as more than doubling the number of women in leadership roles in our game development functions and receiving a perfect score of 100 on the Human Rights Campaign Foundation’s Corporate Equality Index, as well as, receiving the distinction of being a “Best Place to Work for LGBTQ Equality.” We remain focused on doing even more to drive this commitment forward in the months ahead. Thank You to Our Shareholders for Your Trust, Insights, and Feedback On behalf of the entire Activision Blizzard team, thank you for your continued support—and for the ongoing dialogue and feedback.