Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
 FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(D) of The Securities Exchange Act of 1934

Date of report (Date of earliest event reported) July 28, 2016

 ELECTRONIC ARTS INC.
(Exact Name of Registrant as Specified in Its Charter)


Delaware
0-17948
94-2838567
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)


209 Redwood Shores Parkway, Redwood City, California 94065-1175
(Address of Principal Executive Offices) (Zip Code)

(650) 628-1500
(Registrant’s Telephone Number, Including Area Code)


(Former Name or Former Address, if Changed Since Last Report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):


o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))





Item 5.07    Submission of Matters to a Vote of Security Holders.
 
At the Annual Meeting of Stockholders of Electronic Arts Inc. held on July 28, 2016, our stockholders voted on the following proposals and cast their votes as described below.
 
1.
Election of Directors. The individuals listed below were elected to serve a one-year term on the Board of Directors:
 
 
For
 
Against
 
Abstain
 
Broker Non-vote
Leonard S. Coleman
 
257,372,655
 
2,645,349
 
191,343
 
15,075,094
Jay C. Hoag
 
259,389,105
 
647,545
 
172,697
 
15,075,094
Jeffrey T. Huber
 
258,699,268
 
1,318,658
 
191,421
 
15,075,094
Vivek Paul
 
258,216,439
 
1,820,174
 
172,734
 
15,075,094
Lawrence F. Probst III
 
256,867,369
 
3,170,518
 
171,460
 
15,075,094
Talbott Roche
 
258,439,938
 
1,566,884
 
202,525
 
15,075,094
Richard A. Simonson
 
259,703,232
 
313,691
 
192,424
 
15,075,094
Luis A. Ubiñas
 
259,692,932
 
313,497
 
202,918
 
15,075,094
Denise F. Warren
 
259,976,640
 
34,692
 
198,015
 
15,075,094
Andrew Wilson
 
258,095,765
 
1,940,194
 
173,388
 
15,075,094
 
In addition, the following matters were voted on, received the number of votes indicated in the tables below, and were approved by our stockholders:
 
2.
Amendments to our Executive Bonus Plan (the “Executive Bonus Plan”). The full text of the Executive Bonus Plan, as amended, is filed as Exhibit 10.1 to this Form 8-K.
For
 
Against
 
Abstain
 
Broker Non-vote
256,004,350
 
4,006,707
 
198,290
 
15,075,094
 
3.
Amendments to our 2000 Equity Incentive Plan (the “EIP”). The full text of the EIP, as amended, and related documents, are filed as Exhibit 10.2 to this Form 8-K.
For
 
Against
 
Abstain
 
Broker Non-vote
243,258,812
 
16,748,898
 
201,637
 
15,075,094
 
4.
Amendment to our 2000 Employee Stock Purchase Plan (the “ESPP”). The full text of the ESPP, as amended, is filed as Exhibit 10.3 to this Form 8-K.
For
 
Against
 
Abstain
 
Broker Non-vote
259,706,457
 
461,327
 
41,563
 
15,075,094
 
5.
Advisory vote regarding the compensation of the Named Executive Officers.
For
 
Against
 
Abstain
 
Broker Non-vote
255,279,935
 
4,342,059
 
587,353
 
15,075,094
 
6.
Ratification of the appointment of KPMG LLP as our independent registered public accounting firm for the fiscal year ending March 31, 2017.
For
 
Against
 
Abstain
 
 
272,245,944
 
2,796,317
 
242,180
 
 
 
For more information about these proposals, please see our proxy statement dated June 10, 2016.
 




Item 9.01    Financial Statements and Exhibits.

(d) Exhibits.
Exhibit No.
 
Description
10.1
 
Executive Bonus Plan, as amended
10.2
 
2000 Equity Incentive Plan, as amended, and related documents
10.3
 
2000 Employee Stock Purchase Plan, as amended, and related document




SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
            
 
 
ELECTRONIC ARTS INC.
 
 
 
 
Dated:
August 1, 2016
By:
/s/ Jacob J. Schatz
 
 
 
Jacob J. Schatz
 
 
 
Senior Vice President, General Counsel and
Corporate Secretary






INDEX TO EXHIBITS

Exhibit No.
 
Description
10.1
 
Executive Bonus Plan, as amended
10.2
 
2000 Equity Incentive Plan, as amended, and related documents
10.3
 
2000 Employee Stock Purchase Plan, as amended, and related document