UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): June 23, 2016
CITRIX SYSTEMS, INC.
(Exact name of Registrant as specified in its Charter)
| Delaware | 0-27084 | 75-2275152 | ||
| (State or other Jurisdiction of Incorporation or Organization) |
(Commission File Number) |
(I.R.S. Employer Identification No.) |
851 West Cypress Creek Road
Fort Lauderdale, Florida 33309
(Address of Principal Executive Offices) (Zip Code)
Telephone: (954) 267-3000
(Registrant’s Telephone Number, Including Area Code)
Not Applicable
(Former Name or Former Address, If Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 5.07. Submission of Matters to a Vote of Security Holders.
At the 2016 Annual Meeting of Stockholders of Citrix Systems, Inc. (the “Company”) held on June 23, 2016 (the “Annual Meeting”), the Company’s stockholders approved the three proposals listed below. The final results for the votes regarding each proposal are set forth below. The proposals are described in detail in the Company’s Notice of Annual Meeting and Proxy Statement for the Annual Meeting filed with the Securities and Exchange Commission on April 29, 2016 (the “Proxy Statement”).
Proposal 1
To elect Robert M. Calderoni, Nanci E. Caldwell, Jesse A. Cohn, Robert D. Daleo, Murray J. Demo, Peter J. Sacripanti, Graham V. Smith, Godfrey R. Sullivan, and Kirill Tatarinov as directors to each serve for a one-year term expiring at the Company’s annual meeting of stockholders in 2017 or until his or her successor has been duly elected and qualified or until his or her earlier resignation or removal:
| Nominee |
Votes For | Votes Against | Abstentions | Broker Non-Votes | ||||||||||||
| Robert M. Calderoni |
114,048,879 | 3,234,620 | 74,946 | 9,609,134 | ||||||||||||
| Nanci E. Caldwell |
114,007,237 | 3,280,871 | 70,337 | 9,609,134 | ||||||||||||
| Jesse A. Cohn |
115,413,821 | 1,868,303 | 76,321 | 9,609,134 | ||||||||||||
| Robert D. Daleo |
114,930,231 | 2,347,500 | 80,714 | 9,609,134 | ||||||||||||
| Murray J. Demo |
114,543,364 | 2,734,176 | 80,905 | 9,609,134 | ||||||||||||
| Peter J. Sacripanti |
115,415,348 | 1,860,388 | 82,709 | 9,609,134 | ||||||||||||
| Graham V. Smith |
114,654,264 | 2,621,215 | 82,966 | 9,609,134 | ||||||||||||
| Godfrey R. Sullivan |
102,693,234 | 14,590,450 | 74,761 | 9,609,134 | ||||||||||||
| Kirill Tatarinov |
115,695,056 | 1,586,775 | 76,614 | 9,609,134 | ||||||||||||
Proposal 2
To ratify the appointment of Ernst & Young LLP as the Company’s independent registered public accounting firm for 2016:
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 122,730,521 |
4,136,996 | 100,062 | 0 |
Proposal 3
To approve, on an advisory basis, the compensation of the Company’s named executive officers as disclosed in the Proxy Statement:
| Votes For |
Votes Against |
Abstentions |
Broker Non-Votes | |||
| 98,290,961 |
18,504,785 | 562,699 | 9,609,134 |
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Citrix Systems, Inc. | ||||||
| Dated: June 28, 2016 | By: | /s/ David J. Henshall | ||||
| Name: | David J. Henshall | |||||
| Title: | Executive Vice President, Chief Operating Officer and Chief Financial Officer | |||||
3