UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ------------------ FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Date of report (Date of earliest event reported) February 9, 2005 (February 9, 2005) ------------------------------------ ACTIVISION, INC. ------------------------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 0-12699 95-4803544 ------------------------------------------------------------------------------- (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 3100 Ocean Park Blvd., Santa Monica, CA 90405 ------------------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) (310) 255-2000 Registrant's telephone number, including area code ------------------------------------------------------------------------------- ------------------------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) Item 7.01. Regulation FD Disclosure. On February 9, 2005, after the market close, some of Activision, Inc.'s directors, officers, and employees sold, on an individual basis, a total of 7,099,527 shares of their common stock in a block sale transaction to Citigroup Global Markets Inc. None of the selling stockholders sold more than one-third of their respective total holdings of common stock and options. This is the first sale of common stock by either the Chairman or the Co-Chairman since May 2002. The sales were conducted in a single block transaction to obtain the benefits of an orderly sale. The sales were also made to take advantage of a brief trading window and do not reflect any individual or collective judgment about the company's prospects. The sales were made to enable senior management to diversify their personal holdings. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: February 9, 2005 ACTIVISION, INC. By:/s/ Ronald Doornink --------------------- Name: Ronald Doornink Title: President