SUB-PLAN TO THE
SECOND AMENDED AND RESTATED
2002 EMPLOYEE STOCK PURCHASE PLAN
FOR INTERNATIONAL EMPLOYEES, AS AMENDED
FOR ELIGIBLE EMPLOYEES IN THE EUROPEAN ECONOMIC AREA (“EEA”)
1. Purpose of the Sub-Plan
(a) The Board of Directors of Activision, Inc. (the “ Company ” ) has established the
Activision, Inc. Second Amended and Restated 2002 Employee Stock Purchase Plan for International
Employees, as amended (the “ Activision International Plan” ), to provide Eligible Employees with a
convenient means to acquire an equity interest in the Company, to enhance such employees’ sense of
participation in the affairs of the Company and its subsidiaries, and to provide an incentive for continued
(b) Paragraph 3(b) of the Activision International Plan specifically authorizes a committee appointed
by the Board of Directors of the Company (the “ Committee ” ) to adopt such rules, guidelines and forms as it
deems appropriate to implement the Plan.
(c) The Committee has determined that it is appropriate and advisable to establish a sub-plan to the
Activision International Plan for the purpose of complying with applicable local laws implementing the EU
Prospectus Directive 2003/71/EC (November 4, 2003).
(d) The rules of this sub-plan (the “Sub-Plan”) shall, together with the rules of the Activision
International Plan, govern the offering of and the participation in the Activision International Plan with respect to
all Eligible Employees located in any European Union (“EU”) Member State or European Economic Area
(“EEA”) treaty adherent state.
2. Terms of the Sub-Plan
(a) Any capitalized term used but not defined herein shall have the meaning given to such term in the
Activision International Plan.
(b) Notwithstanding any other provision in the Activision International Plan, in no event shall the total
consideration paid through payr