Electronic Arts 2007 Annual Report Download - page 56

common stock were issuable upon exercise of outstanding options under the 1998 Directors’ Stock Option
Plan, with a weighted average exercise price of $29.09; and (d) 29,782,810 shares of common stock were
issuable upon exercise of outstanding options with a weighted average exercise price of $44.53, and
1,782,809 unvested restricted stock units were outstanding under the 2000 Equity Incentive Plan. The 1991
Stock Option Plan and the Directors’ Stock Option Plan have expired and no further grants may be made
under them. As of March 31, 2007, 41,379 shares remained available for issuance under the 1998 Directors’
Plan, however, we do not expect to make any future grants under this plan. As of March 31, 2007,
15,307,843 shares remained available for issuance under the 2000 Equity Incentive Plan, and
3,117,859 shares remained available for purchase by our employees under the 2000 Employee Stock Pur-
chase Plan.
(3)
Does not include 347,623 shares of unvested shares of restricted stock issued pursuant to the 2000 Equity
Incentive Plan.
(4)
Restricted stock unit awards do not have an exercise price and therefore are not included in the calculation
of the weighted average exercise price.
(5)
The Celebrity and Artist Stock Option Plan (“Artist Plan”) was adopted by our Board of Directors in July
1994 and expired in July 2004. The Artist Plan was established as a plan to attract, retain and provide
equity incentives to selected artists and celebrities associated with EA and certain employees of companies
providing services to EA and in which we hold a minority equity interest. The terms regarding the exercise
price of options, vesting, changes in capital structure, assumption of options and acceleration of vesting,
and prohibitions on “repricing” under the Artist Plan are substantially similar to the terms of the 2000
Equity Incentive Plan, contained in Appendix A. As of March 31, 2007, a total of 160,350 shares of com-
mon stock were issuable upon exercise of outstanding options under the Artist Plan, with a weighted aver-
age exercise price of $10.42. No further grants will be made under the Artist Plan.
See also Note 12 to the Consolidated Financial Statements included in EA’s Annual Report on Form 10-K for
the period ended March 31, 2007 for additional information about these plans.
OTHER INFORMATION
RELATED PERSON TRANSACTIONS POLICY
Our Board of Directors has adopted a written Related Person Transactions Policy. The purpose of the policy is
to describe the procedures used to identify, review, approve or ratify and, if necessary, disclose (i) any
transaction, arrangement or relationship (or any series of similar transactions, arrangements or relationships) in
which EA (including any of its subsidiaries) was, is or will be a participant and the amount involved exceeds
$120,000, and in which any “related person” had, has or will have a direct or indirect interest, or (ii) any
transaction for which EA’s Global Code of Conduct would require approval of the Board of Directors. For
purposes of the policy, a “related person” is (a) any person who is, or at any time since the beginning of EA’s
last fiscal year was, a director or executive officer of EA or a nominee to become a director of EA, (b) any
person who is known to be the beneficial owner of more than 5% of any class of EA’s voting securities,
(c) any immediate family member or person sharing the household (other than a tenant or employee) of any of
the foregoing persons, and (d) any firm, corporation or other entity in which any of the foregoing persons is
employed or is a partner or principal or in a similar position or in which such person has a 10% or greater
beneficial ownership interest.
Once a potential related person transaction has been identified, the Audit Committee (if the transaction
involves an executive officer of EA) or the Nominating and Governance Committee (if the transaction involves
a director of EA) will review the transaction at the next scheduled meeting of such committee. In those
instances in which it is not practicable or desirable to wait until the next scheduled committee meeting, the
chairperson of the applicable committee shall consider the matter and report back to the relevant committee at
the next scheduled meeting.
In determining whether to approve or ratify a related person transaction, the Audit Committee or Nominating
and Governance Committee (or the relevant chairperson of such committee) shall consider all of the relevant
facts and circumstances available. No member of the Audit Committee or Nominating and Governance
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