Electronic Arts 2012 Annual Report Download - page 55

Proxy Statement
this maximum is 1% of non-GAAP net income. The Committee selected this funding metric because the level of
profitability is a key business focus in any year. The Company reported non-GAAP net income of $284 million
for fiscal 2012, which resulted in the following Maximum Bonus Award for each participating NEO under the
Executive Bonus Plan. The Committee then exercised its discretion to reduce actual bonus awards to amounts
they determined were appropriate based on the Company’s actual financial performance, and the NEO’s
individual performance against strategic and operational objectives, as discussed above.
EXECUTIVE BONUS PLAN: TARGET AND ACTUAL BONUS AWARDS FOR FISCAL 2012*
Maximum Bonus Award Target Bonus Award Actual Bonus Award
Mr. Riccitiello ........ $2,640,000 $1,300,000 $1,500,525
Mr. Gibeau ........... $1,420,000 $ 625,000 $ 775,000
Mr. Moore ........... $1,420,000 $ 616,667 $ 825,000
*Mr. Brown resigned from the Company effective February 17, 2012 and was not eligible for a bonus award.
The Executive Bonus Plan was approved by the Company’s stockholders in July 2007, and by its terms will
terminate five years from the date of stockholder approval in accordance with the requirements of
Section 162(m).
In May 2012, the Committee approved the performance measure for funding the Executive Bonus Plan for fiscal
2013, contingent upon stockholder re-approval of the Executive Bonus Plan. If stockholders do not approve the
Executive Bonus Plan, then our executives will participate in the EA Bonus Plan for fiscal 2013, and the
resulting awards to executives may not be tax-deductible. If approved, the Maximum Bonus Award for each
participating NEO for fiscal 2013 will again be the lower of: (1) 300% of their annual base salary and (2) 0.5% of
non-GAAP net income for each NEO other than Mr. Riccitiello, for whom this maximum is 1% of non-GAAP
net income. The Committee selected this funding metric because the level of profitability is a key business focus
in any year.
EA Bonus Plan
The EA Bonus Plan is a discretionary bonus program for certain executive and non-executive employees of the
Company. Cash bonuses paid under the EA Bonus Plan are not designed to qualify as “performance-based
compensation” within the meaning of Section 162(m) of the Internal Revenue Code. As Mr. Taneja joined the
Company during the third quarter of fiscal 2012, he did not participate in the Executive Bonus Plan and instead
participated in the EA Bonus Plan for fiscal 2012. In his position as Senior Vice President, Chief Accounting
Officer, Mr. Barker participated in the EA Bonus Plan.
Awards under the EA Bonus Plan are discretionary and take into consideration the amount of overall funding
approved for the plan, a discretionary allocation of bonus funding to an individual’s business unit and an
assessment of an individual’s overall performance during the fiscal year. As discussed above, the Committee
awarded bonuses to Mr. Barker and Mr. Taneja under the EA Bonus Plan taking into consideration the
Company’s actual financial performance, and individual performance against strategic and operational
objectives.
For fiscal 2012, 20% of the EA Bonus Plan was funded based on non-GAAP diluted earnings per share and
non-GAAP net revenue targets. The remaining 80% was funded on a discretionary basis considering the
achievement of measurable business objectives including, but not limited to, profitability, net revenue and digital
revenue, as well as individual contributions.
For fiscal 2012, the Committee approved funding for the EA Bonus Plan at 103% of the Company’s aggregate
employee bonus targets. This was based on the Company’s financial performance – exceeding the upper end of
our original guidance range for non-GAAP net revenue and digital revenue, as well as achieving near the top end
of our non-GAAP diluted earnings per share guidance range. In addition, this funding reflected operational
successes such as the development of blockbuster titles such as Battlefield 3,Mass Effect 3 and FIFA 12, the
successful launch of Star Wars: The Old Republic, and our position as the number one publisher in Western
markets for high-definition games, with five of our titles on the top-20 bestsellers list and two of our titles in the
top-five bestsellers list in fiscal 2012.
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