GME 2018 Proxy Statement

Compensation Pay Mix A significant portion of the 2017 compensation program for our named executive officers was performance-based, with payouts linked to the attainment of certain defined performance measures. For fiscal 2017, 58% of the total targeted compensation of J. Paul Raines, our CEO at the time the compensation was set, and 52%, on average, of our other named executive officers' total targeted compensation were tied to performance measures: (1) Subject to a performance condition of $200 million in consolidated net income for fiscal 2017 to be eligible for tax deductibility under Section 162(m). INDEPENDENT AUDITORS As a matter of good corporate governance, we are submitting our selection of Deloitte & Touche LLP ("Deloitte") to audit the financial statements of the Company for fiscal 2018 for ratification by the stockholders. If the stockholders should not ratify the appointment of Deloitte, the Audit Committee will reconsider the appointment. Deloitte has served as our independent registered public accounting firm since 2013. The following table sets forth information regarding fees for professional services rendered by Deloitte in fiscal 2017 and 2016: Fiscal Year 2017 2016 Audit Fees $ 4,258,000 $ 3,968,000 Audit-Related Fees 20,000 21,000 Tax Fees 572,000 382,000 All Other Fees — — Total $ 4,850,000 $ 4,371,000 2018 Proxy Statement | 3