Amendment to Restricted Stock Unit Agreement between Citrix Systems, Inc. and Awardee

Summary

This letter agreement amends a previously granted Restricted Stock Unit (RSU) Agreement under Citrix Systems, Inc.'s 2005 Equity Incentive Plan. The amendment changes the method for satisfying tax withholding obligations from a 'sell to cover' approach to withholding shares upon RSU settlement. The awardee agrees that the company will now withhold a sufficient number of shares to cover minimum tax requirements when the RSUs become taxable. All other terms of the original agreement remain unchanged.

EX-10.1 2 dex101.htm FORM OF LETTER AGREEMENT AMENDING RESTRICTED STOCK UNIT AGREEMENT Form of letter agreement amending Restricted Stock Unit Agreement

Exhibit 10.1

Form of Amendment to Restricted Stock Unit Agreement

[Date]

[Name]

 

Re:    Amendment to Restricted Stock Unit Agreement

Dear [Name]:

You are receiving this letter because you have previously been granted Restricted Stock Units (“RSUs”) under the 2005 Equity Incentive Plan (as amended and in effect, the “Plan”) pursuant to the Restricted Stock Unit Agreement attached hereto (the “Award Agreement”). Citrix Systems, Inc. is changing the method by which it satisfies tax withholding obligations. Currently, your Award Agreements provide for a “sell to cover.” We are proposing to amend your Award Agreements to move to a withholding of shares upon settlement of RSUs. By countersigning this letter below, you agree that each Award Agreement is amended by adding the paragraph below and deleting in its entirety any conflicting provision:

Tax Withholding. Awardee shall, not later than the date on which the Award becomes a taxable event for Federal income tax purposes, pay to the Company any Federal, state, and local taxes required by law to be withheld on account of such taxable event. Awardee acknowledges that Awardee’s minimum tax withholding obligation shall be satisfied through a net issuance of shares. The Company shall withhold from shares of Stock to be issued to Awardee a number of shares of Stock with an aggregate Fair Market Value that would satisfy the minimum tax withholding amount due.

Each Award Agreement, as amended by this letter, shall continue in full force and effect and shall be subject to the terms of the Plan, as amended from time to time. Please contact Erich Barnes at ###-###-#### if you have any questions.

 

Sincerely,
David Henshall
Senior Vice President and Chief Financial Officer

 

Acknowledged and Agreed:
By:  

 

  Name:

 

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Schedule 1

[Name]

 

Grant Type   Grant Date   Shares
   

 

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