Electronic Arts 2005 Annual Report Download - page 145

At our Annual Meeting of Stockholders, held on July 29, 2004, our stockholders approved amendments to the
Equity Plan to (a) increase by 11 million the number of shares of common stock reserved for issuance under
the Equity Plan, (b) provide for the issuance of awards of restricted stock units, (c) limit the total number of
shares underlying awards of restricted stock and restricted stock units to 3 million, (d) provide that the
exercise price of nonqualiÑed stock options may not be less than 100% of the fair market value of a share of
common stock, (e) reduce the size of initial and annual option grants to directors under the Equity Plan, and
(f) authorize the Compensation Committee to determine the vesting provisions of options granted to directors
under the Equity Plan.
Our 2000 Class B Equity Incentive Plan (""Class B plan'') allowed for the award of stock options or restricted
stock for up to an aggregate of 6 million shares of Class B common stock. The Class B plan included a
provision for automatic option grants to our outside directors. In February 2003, the Board of Directors
amended the Class B plan to eliminate automatic grants to directors and to preclude any further awards under
the Class B plan. See Note 11 of the Notes to Consolidated Financial Statements.
We also have outstanding options to purchase our common stock under the following plans, each of which has
expired and pursuant to which no further options may be granted: 1991 Stock Option Plan, Celebrity and
Artist Stock Option Plan (""Artist Plan''), 1995 Stock Option Plan, and 1993 Directors' Stock Option Plan
(""Expired Plans''). The Artist Plan was adopted by the Board of Directors in July 1994 without stockholder
approval. The terms under the Artist Plan were substantially similar to the terms of the Equity Plan. We also
have outstanding options under our 1998 Directors' Stock Option Plan (""Directors' Plan''). Although the
Directors' Plan has not yet expired, we intend for all automatic option grants to directors to be made under the
Equity Plan. In addition, we have options outstanding that were granted under the Criterion Software Limited
Approved Share Option Scheme (the ""Criterion Plan''), which we assumed in connection with our
100 percent acquisition of Criterion.
Options granted under the Equity Plan, the Expired Plans, the Directors' Plan and the Class B plan generally
expire ten years from the date of grant and are generally exercisable as to 24 percent of the shares after
12 months, and then the remainder in monthly increments over 38 months. All options granted under the
Criterion Plan are exercisable as of March 31, 2005, and expire in January 2012.
At our Annual Meeting of Stockholders, held on July 29, 2004, our stockholders elected to amend and restate
our CertiÑcate of Incorporation to consolidate our Class A and Class B common stock into a single class of
common stock by reclassifying each outstanding share of Class A common stock as one share of common
stock and converting each outstanding share of Class B common stock into 0.001 share of common stock.
Annual Report
Similarly each outstanding option to acquire a share of Class B common stock was converted into an option to
acquire 0.001 shares of common stock.
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