424B3 1 0001.txt Filed Pursuant to Rule 424(b)(3) Registration No. 333-94509 PROSPECTUS SUPPLEMENT --------------------- (To Prospectus dated February 4, 2000) 544,670 Shares ACTIVISION, INC. Common Stock _______________________ The stockholders of Activision, Inc. listed in this prospectus supplement under the section entitled "Selling Stockholders" are offering and selling up to 544,670 shares of Activision's common stock under the prospectus dated February 4, 2000, as supplemented by this prospectus supplement. Certain of the selling stockholders acquired their shares of Activision common stock in connection with Activision's acquisition on September 30, 1999, of JCM Productions, Inc. dba Neversoft Entertainment, a California based console software development company. Such selling stockholders constituted all of the stockholders of Neversoft prior to the acquisition. This prospectus supplement reflects the transfer of shares of Activision common stock from the former Neversoft stockholders to certain other selling stockholders and sales of common stock that took place prior to the date of this prospectus supplement. Activision will not receive any of the proceeds from the sale of shares being offered by the selling stockholders. Activision's common stock is traded in the NASDAQ National Market System under the symbol "ATVI." On September 22, 2000, the last sale price for the common stock as reported on the NASDAQ National Market System was $14.625 per share. No underwriting is being used in connection with this offering of common stock. The shares of common stock are being offered without underwriting discounts. The expenses of this registration will be paid by Activision. Normal brokerage commissions, discounts and fees will be payable by the selling stockholders. For a discussion of certain matters that should be considered by prospective investors, see "Risk Factors" starting on page 2 of the Prospectus. Neither the Securities and Exchange Commission nor any state securities commission has approved or disapproved of the shares of common stock offered or sold under this prospectus or passed upon the adequacy or accuracy of this prospectus. Any representation to the contrary is a criminal offense. The date of this Prospectus Supplement is September 25, 2000. SELLING STOCKHOLDERS The following table, which sets forth certain information regarding the beneficial ownership of shares of Activision common stock by the selling stockholders as of September 6, 2000, and the number of shares of common stock being offered, has been updated from the table contained in the Prospectus dated February 4, 2000, as supplemented on February 17, 2000 and August 14, 2000, to include as selling stockholders certain transferees of shares of Activision common stock previously listed as owned by Joel J. Jewett, Michael West and Christopher Ward and to reflect sales of common stock that took place prior to the date of this prospectus supplement. Such update reflects the transfer of shares of Activision common stock from the former Neversoft stockholders to certain other selling stockholders. Beneficial Ownership of Common Stock Number of Share Name and Address of Prior to the Offering of Common Stock Selling Stockholder Number of Shares Percentage of Class(1) Being Offered ------------------- ---------------------------------------- --------------- Joel J. Jewett 116,400 * 116,400 3435 William Drive Newbury Park, CA 91320 Michael West 135,125 * 135,125 532 Pier Avenue, #A Santa Monica, CA 90405 Christopher Ward 65,825 * 65,825 2925 4th Street, #6 Santa Monica, CA 90405 Jason Uyeda 29,710 * 29,710 4326 Yukon Avenue Simi Valley, CA 93063 Kendall Harrison 28,080 * 26,300 22330 Victory Blvd., #203 Woodland Hills, CA 91367 Noel Hines 22,600 * 19,600 6333 Canoga Avenue, #183 Woodland Hills, CA 91367 David Cowling 18,400 * 18,400 2500 Abbot Kinney Blvd., #10 Venice, CA 90291 Jason Keeney 9,090 * 9,090 1505 Barry Avenue, #110 Los Angeles, CA 90025 Mark Scott 6,730 * 6,700 22101 Erwin St., #P209 Woodland Hills, CA 91367 Chad Findley 8,800 * 8,800 644 N. Spaulding Ave. Los Angeles, CA 90036 Aaron Cammarata 7,100 * 7,100 637 Penn Ave. Teaneck, NJ 07666 Silvio Porretta 14,800 * 14,800 1224 Tenth Street, #E Santa Monica, CA 90401 Johnny Ow 1,940 * 940 3745 Glendon Ave., #111 Los Angeles, CA 90034 Ralph D'Amato 4,700 * 4,700 3171 W. Sierra Drive Westlake Village, CA 91362 Matt Duncan 5,400 * 5,400 14270 Dickens Street, #1 Sherman Oaks, CA 91423 Ryan J. McMahon 6,000 * 6,000 22036 Collins St., Apt. 203 Woodland Hills, CA 91367 Christopher J. Rausch 6,700 * 6,700 1212 Evergreen Avenue Fullerton, CA 92835 Darren M. Thorne 9,400 * 9,400 20023 Archwood Street Winnetka, CA 91306 Christopher Glenn 400 * 400 6333 Canoga Avenue, #175 Woodland Hills, CA 91367 Mark Burton 11,480 * 11,480 5405 Kester Avenue, #207 Sherman Oaks, CA 91411 Scott Pease 20,400 * 20,200 10368 1/2 Ashton Avenue Los Angeles, CA 90024 Kevin Mulhall 4,700 * 4,700 560 Highview Street Newbury Park, CA 91320 Alan Flores 1,900 * 1,900 567 Washington Blvd. Marina Del Rey, CA 90292 Garvin Jesdanun 5,526 * 1,900 1645 Armacost Avenue Los Angeles, CA 90025 Peter Day 6,700 * 6,700 6 Wells Road Merrow Park, Guildford Surrey GU4 7XQ UK Lisa N. Edmison 1,400 * 1,400 222 Bennett Avenue Long Beach, CA 90803 David R. Stohl 7,000 * 2,000 14454 Glorietta Drive Sherman Oaks, CA 91423 All Selling Stockholders as a group 559,306 2.3% 544,670 ____________ * Less than 1%. (1) Percentages are based on 24,216,533 shares of common stock that were issued and outstanding as of September 13, 2000. The Company entered into an agreement and plan of reorganization (the "Merger Agreement") with Neversoft Entertainment and Joel Jewett, Michael West and Christopher Ward, who were the sole shareholders of Neversoft. The transaction contemplated by the Merger Agreement was consummated on September 30, 1999. Prior to the acquisition of Neversoft by Activision, Neversoft was party to various development agreements with Activision. Other than such contracts and the fact that the selling stockholders are employees of Neversoft, which became a wholly owned subsidiary of the Company in September 1999 pursuant to the Merger Agreement, none of the selling stockholders has had a material relationship with the Company within the past three years.