Electronic Arts 2007 Annual Report Download - page 26

for a special assignment if the assignment or payment for the assignment would prevent the director from
being considered independent under applicable NASDAQ Marketplace or SEC rules). No directors earned any
compensation for special assignments during fiscal 2007.
Stock Compensation
Prior to July 27, 2006, non-employee directors were eligible to receive an option grant to purchase
25,000 shares issued under the 2000 Equity Incentive Plan upon their initial appointment or election to the
Board, and each continuing director was eligible to receive an annual option grant to purchase 10,000 shares
upon his or her re- election to the Board. On July 27, 2006, our Board of Directors, upon the recommendation
of the Compensation Committee, approved a grant of 700 restricted stock units to each non-employee director.
On May 10, 2007, our Board of Directors approved a change in the mix of stock options and restricted stock
units to be granted to our non-employee directors. Beginning with our 2007 Annual Meeting, non-employee
directors will be eligible to automatically receive an option grant to purchase 17,500 shares and 2,500
restricted stock units issued under the 2000 Equity Incentive Plan upon their initial appointment or election to
the Board, and each continuing non-employee director will be eligible to automatically receive an annual
option grant to purchase 8,400 shares and 1,200 restricted stock units upon his or her election or re-election to
the Board.
In fiscal 2007, annual option grants to purchase 10,000 shares of common stock were made under the Equity
Plan to each of the non-employee directors who was re-elected at the 2006 Annual Meeting of Stockholders.
Mr. Simonson, who was initially elected at the 2006 Annual Meeting, was granted an option to purchase
25,000 shares. All stock options were granted on July 27, 2006, the date of the directors’ re-election to the
Board, at an exercise price of $46.84 per share. In February 2007, each non-employee director was granted
700 restricted stock units.
Under the Equity Plan, non-employee directors may elect to receive all or part of their cash compensation in
the form of common stock. As an incentive for our non-employee directors to increase their stock ownership
in EA, non-employee directors making such an election receive shares of common stock valued at 110% of
the cash compensation they would have otherwise received.
Deferred Compensation Plan
We maintain a Deferred Compensation Plan (“DCP”) that allows our directors and certain employees,
including our Named Executive Officers, to defer receipt of their salary into cash accounts that mirror the
gains and/or losses of several different investment funds which correspond to the funds we have selected for
our 401(k) plan. Participants may defer up to 75% of their salary and up to 100% of their bonuses and/or
commissions until the date(s) they have specified. We are not required to make any contributions to the DCP
and did not do so in fiscal 2007.
Stock Ownership Guidelines
Each non-employee director is required, within three years of becoming a director, to own shares of EA
common stock having a value of at least 3 years’ annual retainer for service on the Board. As of June 1, 2007,
each of our directors had either fulfilled their ownership requirements or had not yet reached three years of
service.
15
Proxy Statement