CITRIX SYSTEMS, INC. (NASDAQ:CTXS) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
Item5.02. Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
(e) At the 2017 Annual Meeting of Stockholders of Citrix Systems,
Inc. (the Company) held on June22, 2017 (the Annual Meeting), the
Companys stockholders approved the Companys Amended and Restated
2014 Equity Incentive Plan (the Restated Plan).
The material amended provisions of the Restated Plan are:
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The maximum number of shares of common stock available for issuance under the Restated Plan is 46,000,000; and |
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Subject to the terms of the Restated Plan, awards granted under the Restated Plan to non-employee directors cannot exceed more than $795,000 during any calendar year and the value of all cash compensation to such non-employee directors, not including the value of any awards under the Restated Plan, cannot exceed $500,000 in any calendar year. |
A detailed summary of the Restated Plan is set forth in the
Companys proxy statement for the Annual Meeting filed with the
Securities and Exchange Commission on April27, 2017 (the Proxy
Statement) under the caption Proposal2 Approval of Citrix
Systems, Inc. Amended and Restated Equity Incentive Plan, which
summary is incorporated herein by reference. That detailed
summary of the Restated Plan and the foregoing description of the
Restated Plan are qualified in their entirety by reference to the
full text of the Restated Plan, which is filed hereto as
Exhibit10.1 and incorporated by reference.
Item5.07. Submission of Matters to a Vote of Security
Holders.
At the 2017 Annual Meeting, the Companys stockholders approved
the five proposals listed below. The final results for the votes
regarding each proposal are set forth below. The proposals are
described in detail in the Companys Notice of Annual Meeting and
Proxy Statement for the Annual Meeting filed with the Securities
and Exchange Commission on April27, 2017.
Proposal 1
To elect RobertM. Calderoni, NanciE. Caldwell, JesseA. Cohn,
RobertD. Daleo, MurrayJ. Demo, PeterJ. Sacripanti, GrahamV.
Smith, GodfreyR. Sullivan, and Kirill Tatarinov as directors to
each serve for a one-year term expiring at the Companys annual
meeting of stockholders in 2018 or until his or her successor has
been duly elected and qualified or until his or her earlier
resignation or removal:
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Votes For |
VotesAgainst |
Abstentions |
BrokerNon-Votes |
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101,392,347 | 9,611,344 | 55,222 | 11,116,426 | ||||
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104,849,256 | 6,160,629 | 49,028 | 11,116,426 | ||||
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110,310,806 | 692,120 | 55,987 | 11,116,426 | ||||
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109,547,685 | 1,454,489 | 56,739 | 11,116,426 | ||||
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108,778,581 | 2,223,051 | 57,281 | 11,116,426 | ||||
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109,450,137 | 1,549,429 | 59,347 | 11,116,426 | ||||
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104,175,421 | 6,831,888 | 51,784 | 11,116,426 | ||||
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109,174,683 | 1,832,162 | 52,068 | 11,116,426 | ||||
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110,064,803 | 943,272 | 50,838 | 11,116,426 |
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Proposal 2
To approve an amendment and restatement of the Companys 2014
Equity Incentive Plan:
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12,094,949 | 182,325 | 11,116,426 |
Proposal 3
To ratify the appointment of Ernst Young LLP as the Companys
independent registered public accounting firm for 2017:
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3,076,230 | 92,698 |
Proposal 4
To approve, on an advisory basis, the compensation of the
Companys named executive officers as disclosed in the Proxy
Statement:
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15,511,237 | 218,828 | 11,116,426 |
Proposal 5
To recommend, on an advisory basis, the frequency of holding
future advisory votes on the compensation of the Companys named
executive officers:
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61,335 | 10,735,377 | 36,641 | 11,116,426 |
Consistent with a majority of the votes cast with respect to
Proposal 5 and with the recommendation of the Companys Board of
Directors, the Company will hold a stockholder advisory vote on
the compensation of the Companys named executive officers
annually until the next required vote on the frequency of
stockholder votes on the compensation of the Companys named
executive officers as required to Section14A(a)(2) of the
Securities and Exchange Act of 1934, as amended, and the rules
and regulations promulgated thereunder.
Item9.01. Financial Statement and Exhibits.
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| 10.1 |
Citrix Systems, Inc. Amended and Restated 2014 Equity Incentive Plan |
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CITRIX SYSTEMS INC ExhibitEX-10.1 2 d419173dex101.htm EX-10.1 EX-10.1 EXHIBIT 10.1 CITRIX SYSTEMS,…To view the full exhibit click here About CITRIX SYSTEMS, INC. (NASDAQ:CTXS)
Citrix Systems, Inc. develops and sells products and services that enable delivery of applications and data over public, private or hybrid clouds or networks, to virtually any type of device. The Company operates through two segments: Enterprise and Service Provider, and Mobility Apps. The Company’s Enterprise and Service Provider segment consists of Workspace Services and Delivery Networking products. Its Mobility Apps segment consists of Communications Cloud and Workflow Cloud products. The Company’s solutions offer secure, mobile workspaces that provide people with access to applications, desktops, data and communications, over any network or cloud. It markets and licenses its products directly to customers, over the Web, and through systems integrators (SIs), in addition to indirectly through value-added resellers (VARs), value-added distributors (VADs), original equipment manufacturers (OEMs) and service providers.
