Electronic Arts 2015 Annual Report Download - page 53

Proxy Statement
in control), the PRSUs will accelerate upon the date on which the NEO is terminated. The reduction of
recipient’s awards in respect of Section 280G is applied in the same manner with respect to PRSUs as under the
CoC Plan.
The following table sets forth potential payments under the CoC Plan and the terms of the PRSUs, as described
above, to our NEOs (upon termination of employment without “cause” or for “good reason”) in connection with
a change of control of the Company. For purposes of the table below, we have assumed a termination date of
March 27, 2015, the last business day of fiscal 2015. The closing price of our common stock on March 27, 2015
(the last trading day of fiscal 2015) was $58.24.
Name
Cash
Severance
Award
($)(1)
Stock
Options
($)(2)
RSUs
($)(3)
PRSUs
($)(4)
Other
($)(5)
Total
($)
Andrew Wilson ................ 3,337,500 25,503,608 23,997,443 30,522,885 118,889 83,480,325
Blake Jorgensen ............... 2,092,500 1,640,799 24,306,639 12,949,780 90,249 41,079,967
Patrick Söderlund .............. 1,639,146 2,812,812 22,366,082 27,260,047 168,832 54,246,919
Peter Moore ................... 2,005,001 1,406,406 6,426,784 20,812,996 175,737 30,826,924
Kenneth Moss ................. 1,289,063 2,594,592 5,883,638 — 46,475 9,813,768
(1) Represents the sum of each NEO’s annual base salary as of March 27, 2015 and target non-equity incentive opportunity for fiscal 2015, as
set forth in the “Fiscal 2015 Summary Compensation Table” and the “Fiscal 2015 Grants of Plan-Based Awards Table”, respectively,
multiplied by 1.5 with respect to Messrs. Wilson, Jorgensen, Söderlund, Moore and Moss.
(2) Represents unvested outstanding options that would accelerate and vest on a qualifying termination in connection with a change of control
occurring as of March 27, 2015.
(3) Represents the value of unvested time-based RSUs that would accelerate and vest on a qualifying termination of employment in
connection with a change of control occurring on March 27, 2015 as calculated by multiplying the number of time-based RSUs that would
accelerate by the per-share closing price of our common stock on March 27, 2015.
(4) Represents the value of unvested PRSUs that would accelerate and vest on a qualifying termination of employment in connection with a
change of control occurring on March 27, 2015. For purposes of the table, we have used EA’s Relative NASDAQ-100 TSR Percentiles as
of March 27, 2015, which was in the 95th percentile with respect to PRSUs granted in fiscal 2013, the 96th percentile with respect to
PRSUs granted in fiscal 2014 and the 97th percentile with respect to PRSUs granted in fiscal 2015. Based on these Relative NASDAQ-100
TSR Percentiles, the PRSUs granted Messrs. Wilson, Moore and Söderlund in fiscal 2013 would accelerate and vest as to 200% of the
target number of shares for each remaining vest date in the performance period, and the PRSUs granted to Messrs. Wilson, Jorgensen,
Moore and Söderlund in fiscal 2014 and fiscal 2015, respectively, would each accelerate and vest as to 200% of the target number of
shares for each remaining vest date in their respective performance periods.
(5) Includes 18 months of post-termination health benefits and accrued paid time off or vacation benefits, as applicable.
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