UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K Í ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2019 OR ‘ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File No. 000-17948 ELECTRONIC ARTS INC. (Exact name of registrant as specified in its charter) Delaware 94-2838567 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 209 Redwood Shores Parkway 94065 Redwood City, California (Zip Code) (Address of principal executive offices) Registrant’s telephone number, including area code: (650) 628-1500 Securities registered pursuant to Section 12(b) of the Act: Name of Each Exchange on Title of Each Class Trading Symbol Which Registered Annual Report Common Stock, $0.01 par value EA NASDAQ Global Select Market Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes Í No ‘ Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ‘ No Í Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes Í No ‘ Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes Í No ‘ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer Í Accelerated filer ‘ Non-accelerated filer ‘ Smaller reporting company ‘ Emerging growth company ‘ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ‘ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ‘ No Í The aggregate market value of the registrant’s common stock, $0.01 par value, held by non-affiliates of the registrant as of September 28, 2018, the last business day of our second fiscal quarter, was $35,963 million. As of May 20, 2019, there were 297,261,219 shares of the registrant’s common stock, $0.01 par value, outstanding. Documents Incorporated by Reference Portions of the registrant’s definitive proxy statement for its 2019 Annual Meeting of Stockholders (the “2019 Proxy”) are incorporated by reference into Part III hereof. The 2019 Proxy is expected to be filed not later than 120 days after the registrant’s fiscal year end. Except with respect to information specifically incorporated by reference into this Form 10-K, the 2019 Proxy is not deemed to be filed as part hereof. [THIS PAGE INTENTIONALLY LEFT BLANK] ELECTRONIC ARTS INC. 2019 FORM 10-K ANNUAL REPORT Table of Contents Page PART I Item 1 Business ...................................................................... 2 Item 1A Risk Factors ................................................................... 9 Item 1B Unresolved Staff Comments ...................................................... 22 Item 2 Properties ..................................................................... 22 Item 3 Legal Proceedings .............................................................. 22 Item 4 Mine Safety Disclosures ......................................................... 22 PART II Item 5 Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities ............................................................... 23 Item 6 Selected Financial Data .......................................................... 25 Item 7 Management’s Discussion and Analysis of Financial Condition and Results of Operations ..... 26 Item 7A Quantitative and Qualitative Disclosures About Market Risk ............................ 43 Item 8 Financial Statements and Supplementary Data ........................................ 45 Item 9 Changes in and Disagreements with Accountants on Accounting and Financial Disclosure ..... 94 Item 9A Controls and Procedures ......................................................... 94 Item 9B Other Information .............................................................. 95 Annual Report PART III Item 10 Directors, Executive Officers and Corporate Governance ............................... 96 Item 11 Executive Compensation ......................................................... 96 Item 12 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters ....................................................................... 96 Item 13 Certain Relationships and Related Transactions, and Director Independence ................ 96 Item 14 Principal Accounting Fees and Services ............................................. 96 PART IV Item 15 Exhibits and Financial Statements ................................................. 96 Exhibit Index .......................................................................... 98 Signatures ............................................................................. 101 1 CAUTIONARY NOTE ABOUT FORWARD-LOOKING STATEMENTS This Annual Report on Form 10-K contains forward-looking statements. We use words such as “anticipate,” “believe,” “expect,” “intend,” “estimate”, “plan”, “predict”, “seek”, “goal”, “will”, “may”, “likely”, “should”, “could” (and the negative of any of these terms), “future” and similar expressions to identify forward-looking statements. In addition, any statements that refer to projections of our future financial performance, trends in our business, projections of markets relevant to our business, uncertain events and assumptions and other characterizations of future events or circumstances are forward-looking statements. Forward-looking statements consist of, among other things, statements related to industry prospects, our future financial performance, and our business plans and objectives, and may include certain assumptions that underlie the forward-looking statements. These forward-looking statements are not guarantees of future performance and reflect management’s current expectations. Our actual results could differ materially from those discussed in the forward-looking statements. Factors that might cause or contribute to such differences include those discussed in Part I, Item 1A of this Annual Report under the heading “Risk Factors” beginning on page 9. We assume no obligation to revise or update any forward-looking statement for any reason, except as required by law. PART I Item 1: Business Overview We are a global leader in digital interactive entertainment, with a mission to inspire the world to play. We develop, market, publish and distribute games, content and services that can be played and watched on a variety of platforms, including game consoles, PCs, mobile phones and tablets. Our Strategic Pillars There are three core pillars to our strategy: • Players First • Commitment to Digital • One EA These strategic pillars are built on our focus of delivering a broad and deep portfolio of games and services that engages players across a wide range of geographies, platforms and business models. Players First Players are the foundation of our success, and we are committed to thinking about players first in everything we do. Our goal is to build deep, on-going and meaningful relationships with our players. We aim to build these relationships by creating amazing games and services that deliver long-lasting fun and enduring value, by connecting with our players across platforms and social channels, and by delivering flexibility and innovation in our business models. In fiscal year 2019, we continued to innovate for players by including frontline titles in our Origin Access Premier subscription service, publishing our first free-to-play console game, Apex Legends, and investing in more ways to reach our players, such as cloud gaming and esports. Our games and services are based on a portfolio of intellectual property that includes established brands such as FIFA, Madden NFL, Star Wars, Battlefield, the Sims and Need for Speed. We also have invested, and will continue to invest, in developing and establishing new brands, and in fiscal year 2019 launched two new intellectual properties — Anthem and Apex Legends. We will continue to develop and publish a broad and deep portfolio of games and services that engage players across geographies, platforms and business models. 2 Commitment to Digital Players increasingly purchase our games as digital downloads, as opposed to purchasing physical discs, and engage with the live services that we provide on an ongoing basis. Our