Electronic Arts 2007 Annual Report Download - page 67

Appendix B
GENERAL DESCRIPTION OF THE 2000 EMPLOYEE STOCK PURCHASE PLAN
2000 Employee Stock Purchase Plan, as Amended
History. The 2000 Purchase Plan was adopted by the Board on May 25, 2000, approved by the Stockholders
on July 27, 2000, and has been subsequently amended. The following discussion describes the material terms
of the Purchase Plan, as amended to date.
Purpose. The purpose of the Purchase Plan is to provide employees of the Company with a convenient
means of acquiring common stock of the Company through payroll deductions, to enhance the employees’
sense of participation in the affairs of the Company and subsidiaries, and to provide an incentive for continued
employment.
Administration. The Purchase Plan is administered on behalf of the Board by the Compensation Committee
of the Board. The interpretation by the Compensation Committee of any provision of the Purchase Plan is
final and binding on all participating employees.
Eligibility. All employees of the Company (including directors who are employees), or any parent or
subsidiary, are eligible to participate in the Purchase Plan except the following: (i) employees who are not
employed by the Company on the 15th day of the month before the beginning of an Offering Period (as
defined below); (ii) employees who are customarily employed for less than 20 hours per week; (iii) employees
who are customarily employed for less than 5 months in a calendar year; and (iv) employees who, pursuant to
Section 424(d) of the Code, own or hold options to purchase or who, as a result of participation in the
Purchase Plan, would own stock or hold options to purchase stock representing 5% or more of the total
combined voting power or value of all classes of stock of the Company or any parent or subsidiary. As of
June 1, 2007, the Company estimates that approximately 8,100 persons were eligible to participate in the
Purchase Plan.
Participation. Each offering of the Company’s common stock under the Purchase Plan is for a period of one
year (the “Offering Period”). Offering Periods commence on the first business day of March and September of
each year. The first day of each Offering Period is the “Offering Date” for such Offering Period. An employee
cannot participate simultaneously in more than one Offering Period. Each Offering Period consists of two six-
month purchase periods (each a “Purchase Period”) commencing on the first business day of March and
September. The last day of each Purchase Period is a “Purchase Date.”
Employees may participate in the Purchase Plan during each pay period through payroll deductions. An
employee sets the rate of such payroll deductions, which may not be less than 2% nor more than 10% of the
employee’s base salary, wages, commissions, overtime, shift premiums and bonuses plus draws against
commissions, unreduced by the amount by which the employee’s salary is reduced pursuant to Sections 125 or
401(k) of the Code. Eligible employees may elect to participate in any Offering Period by enrolling as
provided under the terms of the Purchase Plan. Once enrolled, a participating employee will automatically
participate in each succeeding Offering Period unless such employee withdraws from the Offering Period.
After the rate of payroll deductions for an Offering Period has been set by an employee, that rate continues to
be effective for the remainder of the Offering Period (and for all subsequent Offering Periods in which the
employee is automatically enrolled) unless otherwise changed by the employee. The employee may increase
or lower the rate of payroll deductions for any subsequent Offering Period but may only lower the rate of
payroll deductions during the current Purchase Period. Not more than one change may be made effective
during any one Purchase Period.
In any given Purchase Period, no employee may purchase more than (a) twice the number of shares that could
have been purchased with the payroll deductions if the purchase price were determined by using 85% of the
fair market value of a share of the Company’s common stock on the Offering Date or (b) the maximum
number of shares set by the Board. In addition, no employee may purchase shares at a rate that, when
aggregated with all other rights to purchase stock under all other employee stock purchase plans of the
Proxy Statement
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