Exhibit 10.1
Execution Copy
Activision
Blizzard, Inc.
3100 Ocean Park Blvd.
Santa Monica, CA 90405
March 31, 2009
Mr. Michael Morhaime
31 Moonshell
Newport Coast, CA
92657
Dear Michael:
Reference is made to your employment
agreement dated as of December 1, 2007 (the “
Employment Agreement ”) between you and Vivendi
Games, Inc. (“ Vivendi ”) related to your
employment with Activision Blizzard, Inc. (the “
Company ”), and the Assignment and Assumption
Agreement dated as of July 9, 2008 between Vivendi and the
Company, pursuant to which the Company assumed Vivendi’s
obligations under the Employment Agreement. Capitalized terms
used herein without definition shall have the meanings assigned to
such terms under the Employment Agreement. In order to better
facilitate the Company’s ability to deduct payments to you
pursuant to Section 162(m) of the Code and to make
certain related changes to your compensation arrangements, you and
the Company hereby agree to amend certain provisions under the
Employment Agreement, effective as of the date hereof, as
follows:
1.
Base Salary
. Paragraph 3(a) of the
Employment Agreement is hereby amended to add a new last sentence
thereof to read as follows:
“Commencing as of
March 31, 2009, your annual Base Salary rate shall be
increased to $520,000.”
2.
Profit Sharing
Compensation .
Paragraph 3(d) of the Employment Agreement is hereby amended
to read as follows:
“ Profit Sharing
Compensation . In addition to the MIP and the Holiday
Plan, you shall be eligible to receive additional performance-based
cash compensation on an annual basis pursuant to the
Company’s 2008 Incentive Plan (or any successor plan thereto
that is approved by the Company’s shareholders) (the
“Incentive Plan”), based on a share of the earnings
generated by the Company’s Blizzard Entertainment
business. Your profit sharing compensation under Incentive
Plan (a “Profit Share Bonus”) will be based on a
shar
