Wahingt DC 405 Notice of 2012 Annual Meeting and Proxy Statement PAGE INTENTIONALLY LEFT BLANK June 2012

II HI 110 II Iffi 111111 12027490 Electronic Arts Inc Fiscal Year 2012 Proxy Statement and Annual Report SEC Mji Process in Sectj0 JUN 42oi Wahingt DC 405 Notice of 2012 Annual Meeting and Proxy Statement PAGE INTENTIONALLY LEFT BLANK June 2012 DEAR FELLOW STOCKHOLDERS You are invited 2012 cordially to join us at our Annual Meeting of Stockholders on July 26 2012 at 200 p.m The will be held at the meeting headquarters campus of Electronic Arts in Building 250 please note that the street address for 250 is 250 Shoreline Redwood Building Drive City California For your convenience we are also to offer live audio pleased webcast of our Annual Meeting on the Investor Relations section of our web site at At this http//investor.ea.com meeting we are asking the stockholders to Elect Leonard Coleman Jay Hoag Jeffrey Huber Geraldine Layboume Gregory Maffei Vivek Lawrence Paul Probst III John Riccitiello Richard Simonson and Luis Ubiflas to the Board of Directors to hold office for one-year term Approve amendments to our 2000 Equity Incentive Plan Approve our Executive Bonus Plan Cast an advisory vote on the compensation of the named executive officers and the of LLP Ratify appointment KPMG as our independent registered public accounting firm for the fiscal year ending March 31 2013 After the will meeting we report on our recent performance and answer your questions Details regarding admission to the meeting and the business to be conducted are described in the Notice of Internet of Materials Availability Proxy Notice you received in the mail and in this Proxy Statement We have also made available of copy our Annual Report for the fiscal year ended March 31 2012 with this Proxy Statement We encourage you to read our Annual Report It includes our audited financial statements and provides information about our business Your vote is Whether not to attend the important or you plan Annual Meeting we hope you will vote as soon as possible You vote over the if may internet by telephone or you requested to receive printed proxy materials by or instruction card Please review mailing proxy voting the instructions on each of your voting options described in this Proxy Statement as well as in the Notice you received in the mail Thank you for your ongoing support of Electronic Arts Sincerely John Riccitiello ChiefExecutive Officer PAGE INTENTIONALLY LEFT BLANK Notice of 2012 Annual Meeting of Stockholders DATE July 26 2012 TIME 200 p.m local time PLACE ELECTRONIC ARTS HEADQUARTERS Building 250 209 Redwood Shores Parkway Redwood City CA 94065 Please note Building 250 is located on the headquarters campus at 250 Shoreline Drive MATTERS TO BE VOTED UPON Agenda Item Board of Directors Recommendation The election of Leonard Coleman Jay Hoag Jeffrey Huber Geraidme Laybourne Gregory Maffei Vivek Paul Lawrence Probst ifi John Riccitiello Richard Simonson and Luis Ubiñas to the Companys Board of Directors to hold office for one year term FOR Approval of amendments to the 2000 Equity Incentive Plan FOR Approval of the Executive Bonus Plan FOR Advisory vote on the compensation of the named executive officers FOR Ratification of the appointment of KPMG LLP as the Company independent registered public accounting firm for the fiscal year ending March 31 2013 and FOR Any other matters that may properly come before the meeting action the items of business described Any on above may be considered at the Annual Meeting atthe time andon the date above at time and specified or any date to which the Annual Meeting may be properly joumed or postponed Stockholders of record of the close of as business on June 2012 are entitled to notice of the meeting and to attend and vote at the meeting complete list of these stockholders will be available at Electronic Arts headquarters prior to the meeting Your vote is Whether or not to attend the Annual important you plan Meeting we encourage you to read this Statement and submit Proxy your proxy or voting instructions as soon as possible For specific instructions on how to vote your shares please refer to the instructions on the Notice of Internet Availability of Proxy Materials received in the mail the section titled Asked Notice you Commonly Questions and Answers beginning on of this Statement page Proxy or if you requested to receive printed proxy materials your enclosed proxy card This Statement and Proxy our Annual Report on Form 10-K for fiscal year ended March 31 2012 are available at http//investor.ea.com By Order of the Board of Directors Stephen Bend Senior Vice President General Counsel and Corporate Secretary TABLE OF CONTENTS Page PROXY STATEMENT VOTING YOUR SHARES COMMONLY ASKED QUESTIONS AND ANSWERS PROPOSALS TO BE VOTED ON PROPOSAL ELECTION OF DIRECTORS Director Biographies Director Independence 10 Board of Directors Board Meetings and Committees 10 Director Compensation and Stock Ownership Guidelines 16 Director Compensation Table 17 PROPOSAL APPROVAL OF AMENDMENTS TO THE COMPANYS 2000 EQUITY INCENTIVE PLAN 19 PROPOSAL APPROVAL OF THE COMPANY EXECUTIVE BONUS PLAN 21 PROPOSAL ADVISORY VOTE ON THE COMPENSATION OF THE COMPANY NAMED EXECUTIVE OFFICERS 25 PROPOSAL RATIFICATION OF THE APPOINTMENT OF KPMG LLP 26 REPORT OF THE AUDIT COMMITTEE OF THE BOAR OF DIRECTORS 29 PRINCIPAL STOCKHOLDERS 31 EXECUTIVE COMPENSATION 33 Compensation Discussion and Analysis 33 Executive Compensation and Leadership Committee Report on Executive Compensation 51 Summary Compensation Table 52 Grants of Plan Based Awards Table 55 Outstanding Equity Awards at Fiscal Year-End 57 Option Exercises and Stock Vested Table 60 Potential Payments Upon Change of Control 60 EQUITY COMPENSATION PLAN INFORMATION 63 OTHER INFORMATION 64 APPENDIX RECONCILIATION OF NON-GAAP FINANCIAL MEASURES A-i APPENDIX GENERAL DESCRIPTION OF THE 2000 EQUITY INCENTIVE PLAN B-i PROXY STATEMENT Board of Our Directors is soliciting proxies for the 2012 Annual Meeting of Stockholders The proxy materials this and including Proxy Statement our Annual Report proxy card and voting instructions contain important information for you to consider when deciding how to vote on the matters brought before the meeting Please read them carefully The Board of Directors has set June 20l2 as the record date for the meeting Stockholders who owned common stock on that date are entitled to notice of the meeting and to attend and vote at the meeting with each share entitled to one vote There were 317869887 shares of cOmmon stock outstanding on the record date In accordance with rules and regulations adopted by the U.S Securities and Exchange Commission the SEC we are providing stockholders with access to our proxy materials by providing such documents on the internet The Notice of 2012 Annual Meeting of Stockholders Proxy Statement our 2012 Annual Report and form of made available proxy were distributed and/or via the internet to stockholders on or about June 2012 Stockholders will have the ability to access the proxy materials on website referred to in the Notice of Internet of Availability Proxy Materials the Notice or request printed set of the proxy materials be sent to them by following the instructions in the Notice The proxy card provides instructions on how to inform us to send future proxy materials to you electronically by If email you choose to receive future proxy materials by email you will receive an email next year with instructions containing link to those materials and link to the proxy voting site Your election to receive proxy materials by email will remain in effect until you terminate it We encourage you to choose to receive future proxy materials by email Doing so will allow us to provide you with the information you need in more timely manner will save us the cost ofprinting and mailing documents to you and will help conserve natural resources In this Proxy Statement EA we our and the Company mean Electronic Arts Inc 2000 Equity Plan and Equity Plan mean EAs 2000 Equity Incentive Plan Executive Bonus Plan means EAs Executive Bonus Plan Holding shares in street name means your EA shares are held in an account at bank brokerage firm or other nominee Common stock means BAs common stock as described in EAs current Amended and Restated Certificate of Incorporation Fiscal 2013 fiscal 2012 fiscal 2011 fiscal 2010 fiscal 2009 and fiscal 2008 refer to EAs fiscal ended years ending or as the case may be on March 31 2013 2012 2011 2010 2009 and 2008 respectively For simplicity of disclosure fiscal periods are referred to as ending on calendar month end even though our fiscal year is reported on 52- or 53-week period that ends onthe Saturday nearest March 31 Our results of operations for the fiscal year ended March 31 2012 contained 52 weeks and ended on March 31 2012 We use independent auditors to mean an independent registered public accounting firm Annual and Annual annual for the fiscal Report 2012 Report mean our report year ended March 31 2012 In this Proxy Statement we may make forward-looking statements regarding future events or the future financial performance of the Company Statements including words such as anticipate believe estimate or expect and statements in the future tense are forward-looking statements These forward-looking statements are subject to risks and uncertainties that could cause actual events or actual future results to differ materially from those set forth in the forward-looking statements Please refer to Electronic Arts latest Annual Report for discussion of important factors that could cause actual events or actual results to differ materially from

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