for the fiscal year ended March 31, 2013. fiscal 2012 are referred to as "Market-Based Restricted Stock Units" in Note 14, "Stock-Based Compensation and Employee Benefit Plans", to the Consolidated Financial Statements in our Annual Report on Form 10-K for the fiscal year ended March 31, 2013. The number of RSUs that vest will be based on EA's total stockholder return ("TSR") relative to the performance of those companies in the NASDAQ-100 Index on April 3, 2011 (the "NASDAQ-100"). The TSR for the Company and the NASDAQ 100 will be measured over a three-year performance period covering fiscal years 2012 through 2014 with one year (fiscal 2012), two year (fiscal 2012 and 2013) and three year (fiscal 2012, 2013 and 2014) TSR measurement periods. The TSR for each measurement period will be calculated using a 90- day trailing average of the closing stock prices of the NASDAQ-100 at the end of each measurement period as compared to the 90-day trailing average of the closing stock prices of the NASDAQ-100 at the beginning of the measurement period. The actual number of shares that vest will be determined by the Compensation Committee based on the relative TSR for each measurement period and will range from zero to 200% of the target amount. In order to vest in 100% of the target number of performance-based RSUs, the Company's TSR needs to be at the 60th percentile of the TSR of the NASDAQ-100. In order to vest in 200% of the target number of performance-based RSUs, the Company's TSR needs to be at or above the 94th percentile of the TSR of the NASDAQ-100. fiscal 2013 are referred to as "Market-Based Restricted Stock Units" in Note 14, "Stock-Based Compensation and Employee Benefit Plans", to the Consolidated Financial Statements in our Annual Report on Form 10-K for the fiscal year ended March 31, 2013. The number of RSUs that vest will be based on EA's total stockholder return ("TSR") relative to the performance of those companies in the NASDAQ-100 Index on April 1, 2012 (the "NASDAQ-100"). The TSR for the Company and the NASDAQ 100 will be measured over a three-year performance period covering fiscal years 2013 through 2015, with one year (fiscal 2013), two year (fiscal 2013 and 2014) and three year (fiscal 2013, 2014 and 2015) TSR measurement periods. The TSR for each measurement period will be calculated using a 90- day trailing average of the closing stock prices of the NASDAQ-100 at the end of each measurement period as compared to the 90-day trailing average of the closing stock prices of the NASDAQ-100 for the first 90 days of the measurement period. The actual number of shares that vest will be determined by the Compensation Committee based on the relative TSR for each measurement period and will range from zero to 200% of the target amount. In order to vest in 100% of the target number of performance-based RSUs, the Company's TSR needs to be at the 60th percentile of the TSR of the NASDAQ-100. In order to vest in 200% of the target number of performance- based RSUs, the Company's TSR needs to be at or above the 94th percentile of the TSR of the NASDAQ-100. termination of employment, effective March 29, 2013. Pursuant to the terms of Mr. Riccitiello's Separation Agreement with the Company dated March 25, 2013, RSUs with performance-based vesting will vest solely to the extent the performance metrics are achieved for the applicable measurement periods ending on or before June 19, 2014. March 29, 2013. Pursuant to the terms of Mr. Riccitiello's Separation Agreement with the Company dated March 25, 2013, Mr. Riccitiello will continue to vest in all time-based RSUs that would vest in accordance with their terms on or before June 19, 2014 had he remained employed by the Company through such date. |