SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Wilson Andrew

(Last)

(First)

(Middle)

209 REDWOOD SHORES PARKWAY

(Street)

REDWOOD CITY

94065

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ELECTRONIC ARTS INC. [ EA ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
05/16/2019

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	05/10/2019		G	V	1,332	D	$0	143,596	I	By Family Trust
Common Stock	05/16/2019		M		24,266	A	⁽¹⁾	167,862	I	By Family Trust
Common Stock	05/16/2019		F		12,032⁽²⁾	D	$96.77	155,830	I	By Family Trust
Common Stock	05/16/2019		M		7,691	A	⁽¹⁾	163,521	I	By Family Trust
Common Stock	05/16/2019		F		3,814⁽²⁾	D	$96.77	159,707	I	By Family Trust
Common Stock	05/16/2019		M		31,111	A	⁽³⁾	190,818	I	By Family Trust
Common Stock	05/16/2019		F		15,425⁽²⁾	D	$96.77	175,393	I	By Family Trust
Common Stock	05/16/2019		M		22,622	A	⁽³⁾	198,015	I	By Family Trust
Common Stock	05/16/2019		F		11,216⁽²⁾	D	$96.77	186,799	I	By Family Trust
Common Stock	05/18/2019		M		17,258	A	⁽³⁾	204,057	I	By Family Trust
Common Stock	05/18/2019		F		8,557⁽²⁾	D	$97.26	195,500⁽⁴⁾	I	By Family Trust

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Performance-based Restricted Stock Units	⁽¹⁾	05/16/2019		M			24,266	⁽⁵⁾	05/16/2019	Common Stock	24,266	⁽¹⁾	37,956	D
Performance-based Restricted Stock Units	⁽¹⁾	05/16/2019		J			37,956	⁽⁶⁾	05/16/2019	Common Stock	37,956	⁽⁶⁾	0	D
Performance-based Restricted Stock Units	⁽¹⁾	05/16/2019		M			7,691	⁽⁷⁾	05/16/2020	Common Stock	7,691	⁽¹⁾	84,609⁽⁸⁾	D
Performance-based Restricted Stock Units	⁽¹⁾	05/16/2019		J			22,622	⁽⁹⁾	05/16/2020	Common Stock	22,622	⁽⁹⁾	61,987	D
Performance-based Restricted Stock Units	⁽¹⁾	05/18/2019		J			17,258	⁽¹⁰⁾	05/18/2021	Common Stock	17,258	⁽¹⁰⁾	86,290⁽⁸⁾	D
Restricted Stock Units	⁽³⁾	05/16/2019		M			31,111	⁽¹¹⁾	05/16/2019	Common Stock	31,111	⁽³⁾	0	D
Restricted Stock Units	⁽³⁾	05/16/2019		M			22,622	⁽¹²⁾	05/16/2020	Common Stock	22,622	⁽³⁾	22,623	D
Restricted Stock Units	⁽³⁾	05/18/2019		M			17,258	⁽¹³⁾	05/18/2021	Common Stock	17,258	⁽³⁾	34,516	D

Explanation of Responses:

1. Each Performance-Based Restricted Stock Unit represents the right to receive, at settlement, one share of common stock. This transaction represents the settlement of Performance-Based Restricted Stock Units in shares of common stock on their scheduled vesting date.

2. Represents shares of common stock withheld to satisfy tax withholding requirements upon the vesting of this award.

3. Each Restricted Stock Unit represents the right to receive, at settlement, one share of common stock. This transaction represents the settlement of Restricted Stock Units in shares of common stock on their scheduled vesting date.

4. Shares are held by the Wilson Family 2015 Trust. Mr. Wilson has investment control over, and pecuniary interest in, all shares held by the Wilson Family 2015 Trust.

5. Vesting of this award depends on EA's relative total stockholder return. 78% of the target number of Performance-Based Restricted Stock Units vested based on actual performance.

6. Represents the portion of Performance-Based Restricted Stock Units unearned and cancelled in accordance with their terms.

7. Vesting of this award depends on EA's relative total stockholder return. 34% of the target number of Performance-Based Restricted Stock Units vested based on actual performance.

8. Represents the number of Performance-Based Restricted Stock Units that could vest based on the maximum level of achievement. The actual vesting of this award depends on EA's relative total stockholder return.

9. Represents the portion of unearned Performance-Based Restricted Stock Units cancelled in accordance with their terms. Pursuant to the terms of the applicable award agreement, 14,931 Performance-Based Restricted Stock Units from this tranche were not cancelled and remain unearned as they can be earned in future periods.

10. Represents the portion of unearned Performance-Based Restricted Stock Units cancelled in accordance with their terms. Pursuant to the terms of the applicable award agreement, 17,258 Performance-Based Restricted Stock Units from this tranche were not cancelled and remain unearned as they can be earned in future periods.

11. This award was fully vested as of May 16, 2019.

12. This award has vested or will vest as to one-third of the Restricted Stock Units on the 11-month, 23-month and 35-month anniversaries of the date of grant.

13. This award has vested or will vest as to one-third of the Restricted Stock Units one month prior to the first anniversary of the grant date, with the remainder of the Restricted Stock Units to vest in approximately equal increments every six months thereafter until the award is fully vested on May 18, 2021.

	/s/ Deborah Berenjfoorosh, Attorney-in-Fact For: Andrew Wilson	05/20/2019
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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