| Proposed Maximum Aggregate Value of Transaction | Fee Rate | Amount of Filing Fee | |
| | $ | | $ |
| Fees Previously Paid | — | — | |
| Total Transaction Valuation | $ | ||
| Total Fees Due for Filing | $ | ||
| Total Fees Previously Paid | | ||
| Total Fee Offsets | | ||
| Net Fee Due | $ |
|
Capitalized terms used below but not defined herein shall have the meanings assigned to such terms in the Agreement and Plan of Merger, dated as of September 28, 2025, by and among Electronic Arts Inc., Oak-Eagle AcquireCo, Inc. and Oak-Eagle MergerCo, Inc. (the “Merger Agreement”).
|
|
| (1) | Title of each class
of securities to which the transaction applies: common stock, par value $0.01
per share, of Electronic Arts Inc. (“Common Stock”). |
|
(2)
|
Aggregate number of
securities to which the transaction applies: As of the close of business on November
3, 2025, the maximum number of shares of Common Stock to which this transaction
applies is estimated to be 265,662,350, which consists of:
|
|
| a. | 249,404,562 issued and outstanding shares of Common Stock; | |
| b. | 3,427 shares of Common Stock underlying outstanding Company Options; | |
| c. | 14,550,441 shares of Common Stock underlying Company RSUs (either currently outstanding or that may be issued after November 3, 2025); and | |
| d. | 1,703,920 shares of Common Stock available for issuance under the Company ESPP. | |
|
(3)
|
Per unit price or
other underlying value of the transaction computed pursuant to Exchange Act
Rule 0-11 (set forth the amount on which the filing fee is calculated and state
how it was determined): Solely for the purpose of calculating the filing fee,
as of the close of business on November 3, 2025, the underlying value of the
transaction was calculated as the sum of:
|
|
| a. | the product of 249,404,562 issued and outstanding shares of Common Stock and $210.00 (the “Merger Consideration”); | |
| b. | the product of 3,427 shares of Common Stock underlying outstanding Company Options and $153.84 (which is the difference between the Merger Consideration and the weighted average exercise price of such In-the-Money Options of $56.16 per share); | |
| c. | the product of 14,550,441 shares of Common Stock underlying Company RSUs (either currently outstanding or that may be issued after November 3, 2025) and the Merger Consideration; and | |
| d. | the product of 1,703,920 shares of Common Stock available for issuance under the Company ESPP and the Merger Consideration. | |
|
|
In accordance with
Section 14(g) of the Exchange Act, the filing fee was determined by multiplying
the Total Consideration by 0.00013810.
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|