AMENDED AND RESTATED 2003 INCENTIVE PLAN
(Effective as of July 26, 2005)
ACTIVISION, INC., a corporation formed under the laws of the State of Delaware (the “Company”),
hereby establishes and adopts the following Amended and Restated 2003 Incentive Plan (the “Plan”).
WHEREAS, the Company desires to encourage high levels of performance by those individuals who are
key to the success of the Company, to attract new individuals who are highly motivated and who will contribute
to the success of the Company and to encourage such individuals to remain as directors, officers and/or
employees of the Company and its subsidiaries by increasing their proprietary interest in the Company’s growth
WHEREAS, to attain these ends, the Company has formulated the Plan embodied herein to authorize the
granting of incentive awards through grants of share options (“Options”), grants of share appreciation rights,
grants of Restricted Share Awards (hereafter defined), grants of Performance-Based Awards (hereafter defined),
or any other award made under the Plan to those persons (each such person, a “Participant”) whose judgment,
initiative and efforts are or have been or will be responsible for the success of the Company.
WHEREAS, the Activision, Inc. 2003 Incentive Plan (the “Original Plan”) was initially adopted by the
Board of Directors on, and was effective on, April 29, 2003, but was not approved by the Company’s
stockholders. Although the Plan contemplates the issuance of “incentive stock options” as described below,
because the Original Plan was not timely approved by the Company’s stockholders no such options will be
issued under this Plan, and any purported grant of incentive stock options under this Plan will instead constitute a
grant of nonqualified stock options (hereafter defined).
NOW, THEREFORE, the Company hereby constitutes, establishes and adopts the following Plan and
agrees to the following provisions