Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended March 31, 2011 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: Title of Each Class Name of Each Exchange on Which Registered Common Stock, $0.01 par value 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 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 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 No Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files). Yes No Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§ 229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. Large accelerated filer Accelerated filer Non -accelerated filer Smaller reporting company (Do not check if a smaller reporting company) Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No The aggregate market value of the registrant’s common stock, $0.01 par value, held by non-affiliates of the registrant as of October 1, 2010, the last business day of our second fiscal quarter, was $5,427 million. As of May 17, 2011 there were 332,447,808 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 2011 Annual Meeting of Stockholders are incorporated by reference into Part III hereof. Table of Contents ELECTRONIC ARTS INC. 2011 FORM 10-K ANNUAL REPORT Table of Contents Page PART I Item 1 Business 3 Item 1A Risk Factors 13 Item 1B Unresolved Staff Comments 24 Item 2 Properties 24 Item 3 Legal Proceedings 24 Item 4 Reserved 24 PART II Item 5 Market for Registrant ’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities 25 Item 6 Selected Financial Data 27 Item 7 Management ’s Discussion and Analysis of Financial Condition and Results of Operations 28 Item 7A Quantitative and Qualitative Disclosures About Market Risk 55 Item 8 Financial Statements and Supplementary Data 58 Item 9 Changes in and Disagreements with Accountants on Accounting on Financial Disclosure 103 Item 9A Controls and Procedures 103 Item 9B Other Information 104 PART III Item 10 Directors, Executive Officers and Corporate Governance 105 Item 11 Executive Compensation 105 Item 12 Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters 105 Item 13 Certain Relationships and Related Transactions, and Director Independence 105 Item 14 Principal Accounting Fees and Services 105 PART IV Item 15 Exhibits, Financial Statement Schedules 105 Signatures 106 Exhibit Index 108 2 Table of Contents CAUTIONARY NOTE ABOUT FORWARD-LOOKING STATEMENTS This Report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements, other than statements of historical fact, made in this Report are forward looking. Examples of forward-looking statements include statements related to industry prospects, our future economic performance including anticipated revenues and expenditures, results of operations or financial position, and other financial items, our business plans and objectives, including our intended product releases, and may include certain assumptions that underlie the forward-looking statements. We use words such as “anticipate,” “believe,” “expect,” “intend,” “estimate” (and the negative of any of these terms), “future” and similar expressions to help identify forward-looking statements. These forward-looking statements are subject to business and economic risk and reflect management’s current expectations, and involve subjects that are inherently uncertain and difficult to predict. Our actual results could differ materially from those in the forward-looking statements. We will not necessarily update information if any forward-looking statement later turns out to be inaccurate. Risks and uncertainties that may affect our future results include, but are not limited to, those discussed under the heading “Risk Factors,” beginning on page 13. PART I Item 1: Business We develop, market, publish and distribute game software and content that can be played by consumers on a variety of video game machines and electronic devices (which we call “platforms”), including: • Video game consoles, such as the Sony PLAYSTATION 3, Microsoft Xbox 360 and Nintendo Wii, • Personal computers, including the Apple Macintosh (we refer to personal computers and the Macintosh together as “PCs ”), • Mobile phones, such as the Apple iPhone, Google Android compatible phones, and feature phones, • Tablets and electronic readers, such as the Apple iPad and the Amazon Kindle, • The Internet, including on social networking sites such as Facebook, and • Handheld game players such as the Sony PlayStation Portable ( “PSP ”) and Nintendo DS and 3DS. Our ability to publish games across multiple platforms has been, and will continue to be, a cornerstone of our product strategy. Technology advances continue to create new platforms for interactive entertainment. Examples include wireless technologies, streaming gaming services, and Internet-connected televisions. We expect that new platforms such as these will continue to grow the consumer base for our products while also providing competition for established video game platforms. Our products for videogame consoles, PCs and handhelds are delivered on physical media (disks and cartridges) that are sold at retailers (we call these “packaged goods” products) or by us directly to consumers. We also deliver game content and services online for the platforms listed above through digital downloads. In addition, we offer online delivered content and services as add-ons or as related features to our packaged goods products ( e.g. , add-on content or matchmaking services); while other games, content and services that we offer, such as games for mobile devices, and Internet-only games, are available only through online delivery. We believe that online delivery of game content and services has become and will continue to be an increasingly important part of our business. Our games span a diverse range of categories, including action-adventure, casual, family, fantasy, first-person shooter, horror, massively- multiplayer online role-playing, music, racing, simulation, sports, and strategy. We 3 Table of Contents have created, licensed and acquired a strong portfolio of intellectual property, which we market and sell to a variety of consumers. Our portfolio of wholly-owned properties includes established brands such as Battlefield, Dead Space , Dragon Age, Mass Effect, Medal of Honor, Need for Speed, and The Sims. Our portfolio of games based on licensed intellectual property includes sports-based titles such as Madden NFL and FIFA, and titles based on popular brands such as Harry Potter and Hasbro’s toy and game intellectual properties. Through our EA Partners business, we also publish or distribute video games that are developed by other companies, including the Crysis series (developed by Crytek) and the Epic Games title Bulletstorm . Another cornerstone of our strategy is to publish products that can be iterated, or sequeled. For example, a new edition for most of our sports products, such as Madden NFL, is released each year. Other products, such as The Sims and Battlefield are sequeled on a less-frequent basis. We refer to these successful, iterated product families as “franchises.” We also make add-on content available for purchase online or through expansion