SEC Form 4 · accession 0001454387-16-000192
ELECTRONIC ARTS INC. · EA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andrew Wilson
Officer — Chief Executive Officer · Director
Period of report
May 16, 2016
Accepted (ET)
May 18, 2016 · 7:12 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 | May 16, 2016 | M | 37,348 | — | A | 211,466 | D | |
| Common StockF2 | May 16, 2016 | F | 19,489 | $75.20 | D | 191,977 | D | |
| Common StockF1 | May 16, 2016 | M | 31,816 | — | A | 223,793 | D | |
| Common StockF2 | May 16, 2016 | F | 16,602 | $75.20 | D | 207,191 | D | |
| Common StockF3 | May 16, 2016 | M | 37,348 | — | A | 244,539 | D | |
| Common StockF2 | May 16, 2016 | F | 17,547 | $75.20 | D | 226,992 | D | |
| Common StockF3 | May 16, 2016 | M | 43,906 | — | A | 270,898 | D | |
| Common StockF2 | May 16, 2016 | F | 22,911 | $75.20 | D | 247,987 | D | |
| Common StockF3 | May 17, 2016 | M | 50,000 | — | A | 297,987 | D | |
| Common StockF2 | May 17, 2016 | F | 26,090 | $76.62 | D | 271,897 | D | |
| Common StockF1 | May 17, 2016 | M | 25,000 | — | A | 296,897 | D | |
| Common StockF2 | May 17, 2016 | F | 13,045 | $76.62 | D | 283,852 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance-based Restricted Stock UnitsF3,F4 | — | May 17, 2016 | M | 50,000 | D | — | May 17, 2016 | Common Stock | 50,000 | 0 | D |
| Performance-based Restricted Stock UnitsF3,F5,F4 | — | May 16, 2016 | M | 37,348 | D | — | May 16, 2017 | Common Stock | 37,348 | 37,348 | D |
| Performance-based Restricted Stock UnitsF6,F3 | — | May 16, 2016 | J | 19,727 | D | — | May 16, 2018 | Common Stock | 19,727 | 171,173 | D |
| Performance-based Restricted Stock UnitsF3,F5,F7 | — | May 16, 2016 | M | 43,906 | D | — | May 16, 2018 | Common Stock | 43,906 | 127,267 | D |
| Restricted Stock UnitsF1,F8 | — | May 17, 2016 | M | 25,000 | D | — | May 17, 2016 | Common Stock | 25,000 | 0 | D |
| Restricted Stock UnitsF1,F9 | — | May 16, 2016 | M | 37,348 | D | — | May 16, 2017 | Common Stock | 37,348 | 37,348 | D |
| Restricted Stock UnitsF1,F9 | — | May 16, 2016 | M | 31,816 | D | — | May 16, 2018 | Common Stock | 31,816 | 63,634 | 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.
- F2Represents shares of common stock withheld to satisfy tax withholding requirements upon the vesting of this award.
- F3Each Performance-Based Restricted Stock Unit represents the right to receive, at settlement, one share of common stock. This transaction represents the settlement of Performance-Based Restricted Stock Units in shares of common stock on their scheduled vesting date.
- F4Vesting of this award depends on EA's relative total stockholder return. 200% of the target number of Performance-Based Restricted Stock Units vested based on actual performance.
- F5Represents the number of Performance-Based Restricted Stock Units that could vest based on the maximum level of achievement. The actual vesting of this award depends on EA's relative total stockholder return.
- F6Represents the portion of Performance-Based Restricted Stock Units unearned and cancelled in accordance with their terms.
- F7Vesting of this award depends on EA's relative total stockholder return. 138% of the target number of Performance-Based Restricted Stock Units vested based on actual performance.
- F8This award was fully vested as of May 17, 2016.
- F9This award has vested or will vest as to one-third of the restricted stock units on the 11-month, 23-month and 35-month anniversaries of the date of grant.