Delaware | 94-2838567 | |
(State or Other Jurisdiction of Incorporation) | (IRS Employer Identification No.) | |
209 Redwood Shores Parkway Redwood City, California | 94065 | |
(Address of principal executive offices) | (Zip Code) |
Title of Each Class | Name of Each Exchange on Which Registered | |
Common Stock, $0.01 par value | NASDAQ Global Select Market |
Page | |
PART II - OTHER INFORMATION | 3 |
Item 6. Exhibits | 3 |
Signature | 6 |
Index to Exhibits | 7 |
Incorporated by Reference | Filed Herewith | |||||||||
Number | Exhibit Title | Form | File No. | Filing Date | ||||||
3.01 | Amended and Restated Certificate of Incorporation | 10-Q | 000-17948 | 11/3/2004 | ||||||
3.02 | Amended and Restated Bylaws | 8-K | 000-17948 | 8/1/2013 | ||||||
4.01 | Specimen Certificate of Registrant’s Common Stock | 10-K | 000-17948 | 5/22/2009 | ||||||
4.02 | Indenture (including form of Notes) with respect to EA’s 0.75% Convertible Senior Notes due 2016 dated as of July 20, 2011 by and between EA and U.S. Bank National Association | 8-K | 000-17948 | 7/20/2011 | ||||||
10.01* | Form of Indemnity Agreement with Directors | 10-K | 000-17948 | 6/4/2004 | ||||||
10.02* | Electronic Arts Inc. Executive Bonus Plan | 8-K | 000-17948 | 7/27/2012 | ||||||
10.03* | Electronic Arts Deferred Compensation Plan | 10-Q | 000-17948 | 8/6/2007 | ||||||
10.04* | Electronic Arts Key Employee Continuity Plan | 10-Q | 000-17948 | 2/5/2013 | ||||||
10.05* | First Amendment to the Electronic Arts Deferred Compensation Plan, as amended and restated | 10-K | 000-17948 | 5/22/2009 | ||||||
10.06* | EA Bonus Plan | 10-Q | 000-17948 | 11/8/2010 | ||||||
10.07* | Form of 2012 Performance-Based Restricted Stock Unit Agreement | 8-K | 000-17948 | 5/18/2012 | ||||||
10.08* | Form of 2013 Performance-Based Restricted Stock Unit Agreement | 8-K | 000-17948 | 5/16/2013 | ||||||
10.09* | Form of 2014 Performance-Based Restricted Stock Unit Agreement | 10-K | 000-17948 | 5/21/2014 | ||||||
10.10* | EA Bonus Plan Fiscal Year 2014 Addendum | 8-K | 000-17948 | 5/16/2013 | ||||||
10.11* | 2000 Equity Incentive Plan, as amended, and related documents | 8-K | 000-17948 | 8/1/2013 | ||||||
10.12* | 2000 Employee Stock Purchase Plan, as amended | 8-K | 000-17948 | 8/1/2013 | ||||||
10.13* | Offer Letter for Employment at Electronic Arts Inc. to Andrew Wilson, dated September 15, 2013 | 8-K | 000-17948 | 9/17/2013 | ||||||
10.14* | Offer Letter for Employment at Electronic Arts Inc. to Blake Jorgensen, dated July 25, 2012 | 8-K | 000-17948 | 7/31/2012 | ||||||
10.15* | Employment Agreement for Patrick Söderlund, dated September 17, 2013 | 10-Q | 000-17948 | 11/5/2013 | ||||||
10.16* | Separation Agreement dated as of March 25, 2013 between Electronic Arts Inc. and John Riccitiello | 10-K | 000-17948 | 5/22/2013 | ||||||
10.17 | Lease agreement between ASP WT, L.L.C. and Tiburon Entertainment, Inc. for space at Summit Park I, dated June 15, 2004 | 10-Q | 000-17948 | 8/3/2004 | ||||||
10.18 | First amendment to lease, dated December 13, 2005, by and between Liberty Property Limited Partnership, a Pennsylvania limited partnership and Electronic Arts - Tiburon, a Florida corporation f/k/a Tiburon Entertainment, Inc. | 10-Q | 000-17948 | 2/8/2006 |
Incorporated by Reference | Filed Herewith | |||||||||
Number | Exhibit Title | Form | File No. | Filing Date | ||||||
10.19 | Second Amendment to Lease, dated May 8, 2009, by and between Liberty Property Limited Partnership, a Pennsylvania limited partnership and Electronic Arts - Tiburon, a Florida corporation f/k/a Tiburon Entertainment, Inc. | 10-Q | 000-17948 | 8/10/2009 | ||||||
10.20 | Third amendment to lease, dated December 24, 2009, by and between Liberty Property Limited Partnership, a Pennsylvania limited partnership and Electronic Arts - Tiburon, a Florida corporation f/k/a Tiburon Entertainment, Inc. | 10-Q | 000-17948 | 2/9/2010 | ||||||
10.21 | Fourth Amendment to lease, dated May 16, 2014, by and between Liberty Property Limited Partnership, a Pennsylvania limited partnership and Electronic Arts - Tiburon, a Florida corporation f/k/a Tiburon Entertainment, Inc. | 10-K | 000-17948 | 5/21/2014 | ||||||
10.22** | First Amended North American Territory Rider to the Global PlayStation® 3 Format Licensed Publisher Agreement, dated September 11, 2008, by and between the Electronic Arts Inc. and Sony Computer Entertainment America Inc. | 10-Q | 000-17948 | 11/10/2009 | ||||||
10.23** | Sony Computer Entertainment Europe Limited Regional Rider to the Global PlayStation® 3 Format Licensed Publisher Agreement, dated December 17, 2008, by and between EA International (Studio and Publishing) Limited and Sony Computer Entertainment Europe Limited | 10-Q | 000-17948 | 11/10/2009 | ||||||
10.24** | Global PlayStation® 3 Format Licensed Publisher Agreement, dated September 11, 2008, by and between the Electronic Arts Inc. and Sony Computer Entertainment America Inc. | 10-Q/A | 000-17948 | 4/30/2010 | ||||||
10.25** | Global PlayStation® 3 Format Licensed Publisher Agreement, dated December 17, 2008, by and between EA International (Studio and Publishing) Limited and Sony Computer Entertainment Europe Limited | 10-Q/A | 000-17948 | 4/30/2010 | ||||||
10.26** | Xbox2 Publisher License Agreement, dated May 15, 2005, by and among Electronic Arts Inc., Electronic Arts C.V. and Microsoft Licensing, GP | 10-Q/A | 000-17948 | 4/30/2010 | ||||||
10.27*** | Durango Publisher License Agreement, dated June 29, 2012, by and among Electronic Arts Inc., EA International (Studio & Publishing) Ltd., Microsoft Licensing, GP and Microsoft Corporation | X | ||||||||
10.28 | Form of Call Option Agreement dated as of July 14, 2011 between EA and each Option Counterparty | 8-K | 000-17948 | 7/20/2011 | ||||||
10.29 | Form of Warrant Agreement dated July 14, 2011 between EA and each Option Counterparty | 8-K | 000-17948 | 7/20/2011 | ||||||
10.30 | Form of Additional Call Option Agreement dated July 18, 2011 between EA and each Option Counterparty | 8-K | 000-17948 | 7/20/2011 | ||||||
10.31 | Form of Additional Warrant Agreement dated July 18, 2011 between EA and each Option Counterparty | 8-K | 000-17948 | 7/20/2011 | ||||||
10.32 | Credit Agreement, dated August 30, 2012, by and among Electronic Arts Inc., the lenders from time to time party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent. | 8-K | 000-17948 | 8/30/2012 | ||||||
21.01 | Subsidiaries of the Registrant | 10-K | 000-17948 | 5/21/2014 | ||||||
23.01 | Consent of KPMG LLP, Independent Registered Public Accounting Firm | 10-K | 000-17948 | 5/21/2014 | ||||||
31.01 | Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | 10-K | 000-17948 | 5/21/2014 | ||||||
31.02 | Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | 10-K | 000-17948 | 5/21/2014 |
Incorporated by Reference | Filed Herewith | |||||||||
Number | Exhibit Title | Form | File No. | Filing Date | ||||||
31.03 | Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||||||
31.04 | Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||||||
Additional exhibits furnished with this report: | ||||||||||
32.01 | Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | 10-K | 000-17948 | 5/21/2014 | ||||||
32.02 | Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | 10-K | 000-17948 | 5/21/2014 | ||||||
101.INS† | XBRL Instance Document | 10-K | 000-17948 | 5/21/2014 | ||||||
101.SCH† | XBRL Taxonomy Extension Schema Document | 10-K | 000-17948 | 5/21/2014 | ||||||
101.CAL† | XBRL Taxonomy Extension Calculation Linkbase Document | 10-K | 000-17948 | 5/21/2014 | ||||||
101.DEF† | XBRL Taxonomy Extension Definition Linkbase Document | 10-K | 000-17948 | 5/21/2014 | ||||||
101.LAB† | XBRL Taxonomy Extension Label Linkbase Document | 10-K | 000-17948 | 5/21/2014 | ||||||
101.PRE† | XBRL Taxonomy Extension Presentation Linkbase Document | 10-K | 000-17948 | 5/21/2014 | ||||||
* | Management contract or compensatory plan or arrangement. |
** | Confidential portions of these documents have been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment that was granted in accordance with Exchange Act Rule 24b-2. |
*** | Confidential portions of this document have been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment. |
† | Attached as Exhibit 101 to the Annual Report on Form 10-K for the year ended March 31, 2014 filed on May 21, 2014 are the following formatted in eXtensible Business Reporting Language (“XBRL”): (1) Consolidated Balance Sheets, (2) Consolidated Statements of Operations, (3) Consolidated Statements of Comprehensive Income (Loss), (4) Consolidated Statements of Stockholders’ Equity, (5) Consolidated Statements of Cash Flows, and (6) Notes to Consolidated Financial Statements. |
ELECTRONIC ARTS INC. | |||
Dated: | October 3, 2014 | By: | /s/ Jacob J. Schatz |
Jacob J. Schatz | |||
Senior Vice President, General Counsel and Corporate Secretary |
Incorporated by Reference | Filed Herewith | |||||||||
Number | Exhibit Title | Form | File No. | Filing Date | ||||||
3.01 | Amended and Restated Certificate of Incorporation | 10-Q | 000-17948 | 11/3/2004 | ||||||
3.02 | Amended and Restated Bylaws | 8-K | 000-17948 | 8/1/2013 | ||||||
4.01 | Specimen Certificate of Registrant’s Common Stock | 10-K | 000-17948 | 5/22/2009 | ||||||
4.02 | Indenture (including form of Notes) with respect to EA’s 0.75% Convertible Senior Notes due 2016 dated as of July 20, 2011 by and between EA and U.S. Bank National Association | 8-K | 000-17948 | 7/20/2011 | ||||||
10.01* | Form of Indemnity Agreement with Directors | 10-K | 000-17948 | 6/4/2004 | ||||||
10.02* | Electronic Arts Inc. Executive Bonus Plan | 8-K | 000-17948 | 7/27/2012 | ||||||
10.03* | Electronic Arts Deferred Compensation Plan | 10-Q | 000-17948 | 8/6/2007 | ||||||
10.04* | Electronic Arts Key Employee Continuity Plan | 10-Q | 000-17948 | 2/5/2013 | ||||||
10.05* | First Amendment to the Electronic Arts Deferred Compensation Plan, as amended and restated | 10-K | 000-17948 | 5/22/2009 | ||||||
10.06* | EA Bonus Plan | 10-Q | 000-17948 | 11/8/2010 | ||||||
10.07* | Form of 2012 Performance-Based Restricted Stock Unit Agreement | 8-K | 000-17948 | 5/18/2012 | ||||||
10.08* | Form of 2013 Performance-Based Restricted Stock Unit Agreement | 8-K | 000-17948 | 5/16/2013 | ||||||
10.09* | Form of 2014 Performance-Based Restricted Stock Unit Agreement | 10-K | 000-17948 | 5/21/2014 | ||||||
10.10* | EA Bonus Plan Fiscal Year 2014 Addendum | 8-K | 000-17948 | 5/16/2013 | ||||||
10.11* | 2000 Equity Incentive Plan, as amended, and related documents | 8-K | 000-17948 | 8/1/2013 | ||||||
10.12* | 2000 Employee Stock Purchase Plan, as amended | 8-K | 000-17948 | 8/1/2013 | ||||||
10.13* | Offer Letter for Employment at Electronic Arts Inc. to Andrew Wilson, dated September 15, 2013 | 8-K | 000-17948 | 9/17/2013 | ||||||
10.14* | Offer Letter for Employment at Electronic Arts Inc. to Blake Jorgensen, dated July 25, 2012 | 8-K | 000-17948 | 7/31/2012 | ||||||
10.15* | Employment Agreement for Patrick Söderlund, dated September 17, 2013 | 10-Q | 000-17948 | 11/5/2013 | ||||||
10.16* | Separation Agreement dated as of March 25, 2013 between Electronic Arts Inc. and John Riccitiello | 10-K | 000-17948 | 5/22/2013 | ||||||
10.17 | Lease agreement between ASP WT, L.L.C. and Tiburon Entertainment, Inc. for space at Summit Park I, dated June 15, 2004 | 10-Q | 000-17948 | 8/3/2004 | ||||||
10.18 | First amendment to lease, dated December 13, 2005, by and between Liberty Property Limited Partnership, a Pennsylvania limited partnership and Electronic Arts - Tiburon, a Florida corporation f/k/a Tiburon Entertainment, Inc. | 10-Q | 000-17948 | 2/8/2006 | ||||||
10.19 | Second Amendment to Lease, dated May 8, 2009, by and between Liberty Property Limited Partnership, a Pennsylvania limited partnership and Electronic Arts - Tiburon, a Florida corporation f/k/a Tiburon Entertainment, Inc. | 10-Q | 000-17948 | 8/10/2009 | ||||||
10.20 | Third amendment to lease, dated December 24, 2009, by and between Liberty Property Limited Partnership, a Pennsylvania limited partnership and Electronic Arts - Tiburon, a Florida corporation f/k/a Tiburon Entertainment, Inc. | 10-Q | 000-17948 | 2/9/2010 | ||||||
10.21 | Fourth Amendment to lease, dated May 16, 2014, by and between Liberty Property Limited Partnership, a Pennsylvania limited partnership and Electronic Arts - Tiburon, a Florida corporation f/k/a Tiburon Entertainment, Inc. | 10-K | 000-17948 | 5/21/2014 |
Incorporated by Reference | Filed Herewith | |||||||||
Number | Exhibit Title | Form | File No. | Filing Date | ||||||
10.22** | First Amended North American Territory Rider to the Global PlayStation® 3 Format Licensed Publisher Agreement, dated September 11, 2008, by and between the Electronic Arts Inc. and Sony Computer Entertainment America Inc. | 10-Q | 000-17948 | 11/10/2009 | ||||||
10.23** | Sony Computer Entertainment Europe Limited Regional Rider to the Global PlayStation® 3 Format Licensed Publisher Agreement, dated December 17, 2008, by and between EA International (Studio and Publishing) Limited and Sony Computer Entertainment Europe Limited | 10-Q | 000-17948 | 11/10/2009 | ||||||
10.24** | Global PlayStation® 3 Format Licensed Publisher Agreement, dated September 11, 2008, by and between the Electronic Arts Inc. and Sony Computer Entertainment America Inc. | 10-Q/A | 000-17948 | 4/30/2010 | ||||||
10.25** | Global PlayStation® 3 Format Licensed Publisher Agreement, dated December 17, 2008, by and between EA International (Studio and Publishing) Limited and Sony Computer Entertainment Europe Limited | 10-Q/A | 000-17948 | 4/30/2010 | ||||||
10.26** | Xbox2 Publisher License Agreement, dated May 15, 2005, by and among Electronic Arts Inc., Electronic Arts C.V. and Microsoft Licensing, GP | 10-Q/A | 000-17948 | 4/30/2010 | ||||||
10.27*** | Durango Publisher License Agreement, dated June 29, 2012, by and among Electronic Arts Inc., EA International (Studio & Publishing) Ltd., Microsoft Licensing, GP and Microsoft Corporation | X | ||||||||
10.28 | Form of Call Option Agreement dated as of July 14, 2011 between EA and each Option Counterparty | 8-K | 000-17948 | 7/20/2011 | ||||||
10.29 | Form of Warrant Agreement dated July 14, 2011 between EA and each Option Counterparty | 8-K | 000-17948 | 7/20/2011 | ||||||
10.30 | Form of Additional Call Option Agreement dated July 18, 2011 between EA and each Option Counterparty | 8-K | 000-17948 | 7/20/2011 | ||||||
10.31 | Form of Additional Warrant Agreement dated July 18, 2011 between EA and each Option Counterparty | 8-K | 000-17948 | 7/20/2011 | ||||||
10.32 | Credit Agreement, dated August 30, 2012, by and among Electronic Arts Inc., the lenders from time to time party thereto, and JPMorgan Chase Bank, N.A., as Administrative Agent. | 8-K | 000-17948 | 8/30/2012 | ||||||
21.01 | Subsidiaries of the Registrant | 10-K | 000-17948 | 5/21/2014 | ||||||
23.01 | Consent of KPMG LLP, Independent Registered Public Accounting Firm | 10-K | 000-17948 | 5/21/2014 | ||||||
31.01 | Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | 10-K | 000-17948 | 5/21/2014 | ||||||
31.02 | Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | 10-K | 000-17948 | 5/21/2014 | ||||||
31.03 | Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||||||
31.04 | Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Exchange Act, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 | X | ||||||||
Additional exhibits furnished with this report: | ||||||||||
32.01 | Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | 10-K | 000-17948 | 5/21/2014 | ||||||
32.02 | Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 | 10-K | 000-17948 | 5/21/2014 | ||||||
101.INS† | XBRL Instance Document | 10-K | 000-17948 | 5/21/2014 |
Incorporated by Reference | Filed Herewith | |||||||||
Number | Exhibit Title | Form | File No. | Filing Date | ||||||
101.SCH† | XBRL Taxonomy Extension Schema Document | 10-K | 000-17948 | 5/21/2014 | ||||||
101.CAL† | XBRL Taxonomy Extension Calculation Linkbase Document | 10-K | 000-17948 | 5/21/2014 | ||||||
101.DEF† | XBRL Taxonomy Extension Definition Linkbase Document | 10-K | 000-17948 | 5/21/2014 | ||||||
101.LAB† | XBRL Taxonomy Extension Label Linkbase Document | 10-K | 000-17948 | 5/21/2014 | ||||||
101.PRE† | XBRL Taxonomy Extension Presentation Linkbase Document | 10-K | 000-17948 | 5/21/2014 | ||||||
* | Management contract or compensatory plan or arrangement. |
** | Confidential portions of these documents have been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment that was granted in accordance with Exchange Act Rule 24b-2. |
*** | Confidential portions of this document have been omitted and filed separately with the Securities and Exchange Commission pursuant to a request for confidential treatment. |
† | Attached as Exhibit 101 to the Annual Report on Form 10-K for the year ended March 31, 2014 filed on May 21, 2014 are the following formatted in eXtensible Business Reporting Language (“XBRL”): (1) Consolidated Balance Sheets, (2) Consolidated Statements of Operations, (3) Consolidated Statements of Comprehensive Income (Loss), (4) Consolidated Statements of Stockholders’ Equity, (5) Consolidated Statements of Cash Flows, and (6) Notes to Consolidated Financial Statements. |