0000877890-22-000093.txt : 20221003 0000877890-22-000093.hdr.sgml : 20221003 20221003092642 ACCESSION NUMBER: 0000877890-22-000093 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220930 FILED AS OF DATE: 20221003 DATE AS OF CHANGE: 20221003 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kim W. Joseph CENTRAL INDEX KEY: 0001754389 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-27084 FILM NUMBER: 221286245 MAIL ADDRESS: STREET 1: 7171 CITY: AUSTIN STATE: TX ZIP: 78735-6140 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CITRIX SYSTEMS INC CENTRAL INDEX KEY: 0000877890 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 752275152 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 851 WEST CYPRESS CREEK ROAD CITY: FORT LAUDERDALE STATE: FL ZIP: 33309 BUSINESS PHONE: 954-267-3000 MAIL ADDRESS: STREET 1: 851 WEST CYPRESS CREEK ROAD CITY: FORT LAUDERDALE STATE: FL ZIP: 33309 4 1 wf-form4_166480358546284.xml FORM 4 X0306 4 2022-09-30 1 0000877890 CITRIX SYSTEMS INC CTXS 0001754389 Kim W. Joseph C/O CITRIX SYSTEMS, INC. 851 WEST CYPRESS CREEK ROAD FORT LAUDERDALE FL 33309 0 1 0 0 EVP Chief Prod & Tech Officer Common Stock 2022-09-30 4 D 0 92397.269 D 0 D Restricted Stock Units 0.0 2022-09-30 4 A 0 31512.974 A Common Stock 31512.974 31512.974 D Restricted Stock Units 0.0 2022-09-30 4 D 0 31512.974 D Common Stock 31512.974 0 D Includes 236 shares acquired under the Citrix Systems, Inc. employee stock purchase plan on June 1, 2022. Pursuant to the Agreement and Plan of Merger, dated as of January 31, 2022 (the "Merger Agreement"), by and among the Issuer, Picard Parent, Inc. ("Parent"), Picard Merger Sub, Inc., a direct wholly owned subsidiary of Parent ("Merger Sub"), and for certain limited purposes detailed in the Merger Agreement, TIBCO Software Inc., Merger Sub merged with and into the Issuer on September 30, 2022, with the Issuer surviving as a wholly owned subsidiary of Parent (the "Merger"). At the effective time of the Merger (the "Effective Time"), each outstanding share of Issuer common stock was automatically converted into the right to receive cash in the amount of $104.00, without interest and less any applicable withholding taxes. A portion of this amount consists of Issuer restricted stock units with time-based vesting only that were previously reported in Table I. Pursuant to the Merger Agreement, as of the Effective Time, each such outstanding restricted stock unit award was automatically converted into a cash award with respect to an aggregate amount of cash equal to the product obtained by multiplying (i) the number of shares of Issuer common stock subject to such award by (ii) $104.00, which cash award remains subject to generally the same terms as the corresponding equity award. Pursuant to the applicable award agreements, the performance-based conditions of each outstanding performance restricted stock unit award were deemed satisfied at the maximum level of achievement for any performance period not completed as of immediately prior to the Effective Time. Pursuant to the Merger Agreement, as of the Effective Time, each such outstanding performance restricted stock unit award was automatically converted into a cash award with respect to an aggregate amount of cash equal to the product obtained by multiplying (i) the number of shares of Issuer common stock subject to such award that were deemed earned by (ii) $104.00, which cash award remains subject to generally the same terms as the corresponding equity award. /s/ Antonio G. Gomes, Attorney-in-Fact for W. Joseph Kim 2022-10-03