SEC Form 4 · accession 0001082906-15-000033
ELECTRONIC ARTS INC. · EA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jay C Hoag
Director
Period of report
Jul 31, 2015
Accepted (ET)
Aug 4, 2015 · 8:17 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000712515
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jul 31, 2015 | M | 3,869 | — | A | 3,869 | D | |
| Common StockF2 | Aug 3, 2015 | M | 329 | $70.97 | A | 4,198 | D | |
| Common StockF3 | holding | — | — | — | 4,539 | I | TCV Management 2004, L.L.C. | |
| Common StockF4 | holding | — | — | — | 4,539 | I | TCV VI Management, L.LC. | |
| Common StockF5 | holding | — | — | — | 15,086 | I | TCV VII Management, L.L.C. | |
| Common StockF6 | holding | — | — | — | 1,191,858 | I | TCV V, L.P. | |
| Common StockF7 | holding | — | — | — | 1,205,562 | I | TCV VI, L.P. | |
| Common StockF8 | holding | — | — | — | 2,940,098 | I | TCV VII, L.P. | |
| Common StockF9 | holding | — | — | — | 1,526,864 | I | TCV VII (A), L.P. | |
| Common StockF10 | holding | — | — | — | 57,893 | I | TCV Member Fund, L.P. | |
| Common StockF11 | holding | — | — | — | 52,621 | I | Hoag Family Trust U/A Dtd 8/2/94 | |
| Common StockF12 | holding | — | — | — | 17,248 | I | Hamilton Investments Limited Partnership | |
| Common StockF13 | holding | — | — | — | 883 | I | Hamilton Investments II, Limited Partnership |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2,F14 | — | Jul 31, 2015 | M | 3,869 | D | — | Jul 31, 2015 | Common Stock | 3,869 | 0 | D |
| Non-Qualified Stock Option (right to buy)F16,F2,F15 | $70.97 | Aug 3, 2015 | A | 329 | A | — | Aug 3, 2015 | Common Stock | 329 | 329 | D |
| Non-Qualified Stock Option (right to buy)F2,F15 | $70.97 | Aug 3, 2015 | M | 329 | D | — | Aug 3, 2015 | Common Stock | 329 | 0 | D |
Explanation of responses
- F1Each Restricted Stock Unit represents the right to receive, at settlement, one share of Electronic Arts common stock. This transaction represents the settlement of Restricted Stock Units in shares of common stock on their scheduled vesting date.
- F10These shares are directly held by TCV Member Fund, L.P. Mr. Hoag is a limited partner of TCV Member Fund, L.P., a Class A Member of TCM V and TCM VI, and a Class A Director of Management VII. Each of TCM V, TCM VI, and Management VII is a general partner of TCV Member Fund, L.P. Mr. Hoag may be deemed to beneficially own the shares held by TCV Member Fund, L.P. but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F11Jay Hoag is a trustee of The Hoag Family Trust U/A Dtd 8/2/94. Jay Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F12Jay Hoag is the sole general partner and a limited partner of Hamilton Investments Limited Partnership. Jay Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F13Jay Hoag is the general partner of Hamilton Investments II, Limited Partnership. Jay Hoag disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F14This award was fully vested as of July 31, 2015.
- F15This option was immediately exercised.
- F16This option was issued to the reporting person in lieu of Board cash compensation of $21,250.00.
- F2These shares are directly held by Jay C. Hoag. Mr. Hoag has the sole voting and dispositive power over the shares; however, TCV Management 2004, L.L.C. ("TCM 2004"), TCV VI Management, L.L.C. ("VI Management"), and TCV VII Management, L.L.C. ("VII Management") (collectively, the "Management Companies") collectively own 100% of the pecuniary interest therein. Mr. Hoag is a member of each of the Management Companies but disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
- F3These share are directly held by TCM 2004. Mr. Hoag is a member of TCM 2004 but disclaims beneficial ownership of the shares held by such entity except to the extent of his pecuniary interest therein.
- F4These share are directly held by VI Management. Mr. Hoag is a member of VI Management but disclaims beneficial ownership of the shares held by such entity except to the extent of his pecuniary interest therein.
- F5These share are directly held by VII Management. Mr. Hoag is a member of VII Management but disclaims beneficial ownership of the shares held by such entity except to the extent of his pecuniary interest therein.
- F6These shares are directly held by TCV V, L.P. Mr. Hoag is a Class A Member of Technology Crossover Management V, L.L.C. ("TCM V"), which is the sole general partner of TCV V, L.P. Together with three other individual Class A Members, Mr. Hoag shares voting and dispositive power with respect to the shares beneficially owned by TCV V, L.P. Mr. Hoag, TCM V and the Class A Members disclaim beneficial ownership of any shares held by TCV V, L.P. except to the extent of their respective pecuniary interests therein.
- F7These shares are directly held by TCV VI, L.P. Mr. Hoag is a Class A Member of Technology Crossover Management VI, L.L.C. ("TCM VI"), which is the sole general partner of TCV VI, L.P. Together with four other individual Class A Members, Mr. Hoag shares voting and dispositive power with respect to the shares beneficially owned by TCV VI, L.P. Mr. Hoag, TCM VI and the Class A Members disclaim beneficial ownership of any shares held by TCV VI, L.P. except to the extent of their respective pecuniary interests therein.
- F8These shares are directly held by TCV VII, L.P. Mr. Hoag is a Class A Director of Technology Crossover Management VII, Ltd. ("Management VII") and a limited partner of Technology Crossover Management VII, L.P. ("TCM VII"). Management VII is the sole general partner of TCM VII, which is the sole general partner of TCV VII, L.P. Together with eight other individual Class A Directors, Mr. Hoag shares voting and dispositive power with respect to the shares beneficially owned by TCV VII, L.P. Mr. Hoag, Management VII, TCM VII and the Class A Members disclaim beneficial ownership of any shares held by TCV VII, L.P. except to the extent of their respective pecuniary interests therein.
- F9These shares are directly held by TCV VII (A), L.P. Mr. Hoag is a Class A Director of Management VII and a limited partner of TCM VII. Management VII is the sole general partner of TCM VII, which is the sole general partner of TCV VII (A), L.P. Together with eight other individual Class A Directors, Mr. Hoag shares voting and dispositive power with respect to the shares beneficially owned by TCV VII (A), L.P. Mr. Hoag, Management VII, TCM VII and the Class A Members disclaim beneficial ownership of any shares held by TCV VII (A), L.P. except to the extent of their respective pecuniary interests therein.