Citrix : Statement of Changes in Beneficial Ownership

FORM 4

[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person *

2. Issuer Name and Ticker or Trading Symbol

5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

Shenkman Arlen

CITRIX SYSTEMS INC [ CTXS ]

_____ Director

_____ 10% Owner

__X__ Officer (give title below)

_____ Other (specify below)

(Last)

(First)

(Middle)

3. Date of Earliest Transaction (MM/DD/YYYY)

EVP & CFO

C/O CITRIX SYSTEMS, INC., 851 WEST CYPRESS CREEK ROAD

3/20/2020

(Street)

4. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)

FORT LAUDERDALE, FL 33309

_X _ Form filed by One Reporting Person

(City)

(State)

(Zip)

___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned

1.Title of Security

2. Trans. Date

2A. Deemed Execution

3. Trans. Code

4. Securities Acquired (A) or Disposed of (D)

5. Amount of Securities Beneficially Owned Following Reported Transaction(s)

6.

7. Nature

(Instr. 3)

Date, if any

(Instr. 8)

(Instr. 3, 4 and 5)

(Instr. 3 and 4)

Ownership

of Indirect

Form:

Beneficial

Direct (D)

Ownership

or Indirect

(Instr. 4)

(I) (Instr.

Code

V

Amount

(A) or (D)

Price

4)

Common Stock

3/20/2020

A

183.837 (1)

A

$0

62861.743

D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivate Security

2. Conversion or Exercise

3. Trans. Date

3A. Deemed Execution

4. Trans. Code

5. Number of Derivative Securities Acquired (A)

6. Date Exercisable and Expiration

7. Title and Amount of Securities Underlying Derivative Security

8. Price of

9. Number of

10.

11. Nature

(Instr. 3)

Price of Derivative

Date, if any

(Instr. 8)

or Disposed of (D)

Date

(Instr. 3 and 4)

Derivative Security

derivative

Ownership

of Indirect

Security

(Instr. 3, 4 and 5)

(Instr. 5)

Securities

Form of

Beneficial

Beneficially

Derivative

Ownership

Owned

Security:

(Instr. 4)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Following

Direct (D)

Reported

or Indirect

Transaction(s)

(I) (Instr.

Code

V

(A)

(D)

(Instr. 4)

4)

Explanation of Responses:

1. On March 20, 2020, Citrix Systems, Inc ("Citrix") paid a cash dividend of $0.35 per share on each share of its outstanding common stock. The dividend was payable to all holders of Citrix's common stock on the record date, March 6, 2020. The Reporting Person received certain additional restricted stock units as a result of this cash dividend. These additional units are subject to the same conditions regarding vesting and settlement as the underlying restricted stock units to which they relate. Any fractional shares will round up at vesting.

Reporting Owners

Reporting Owner Name / Address		Relationships
	Director	10% Owner	Officer		Other
Shenkman Arlen
C/O CITRIX SYSTEMS, INC.			EVP & CFO
851 WEST CYPRESS CREEK ROAD
FORT LAUDERDALE, FL 33309
Signatures
/s/ Shelly L. Shaw, Attorney-in-Fact for Arlen Shenkman	3/23/2020
**Signature of Reporting Person				Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

• If the form is filed by more than one reporting person, see Instruction 4(b)(v).
• Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.

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CITRIX SYSTEMS, INC.

POWER OF ATTORNEY

Know all by these presents, that the undersigned hereby constitutes and appoints each of Antonio G. Gomes. Robert N. Feldman, Shelly L. Shaw and Matthew W. Ruderman signing singly, the undersigned 's true and lawful attorney-in-fact to:

1. execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of Citrix Systems, Inc. (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder;
2. execute and submit for and on behalf of the undersigned Form ID and authentication documents to obtain United States Securities and Exchange Commission filing codes for access to file on EDGAR and take any other action required for access to submit Forms 3, 4, or 5 with the United States Securities and Exchange Commission and any stock exchange or similar authority;
3. do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and file such form with the United States Securities and Exchange Commission and any stock exchange or similar authority; and
4. take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall conta

in such terms and conditions as such attorney-in-fact may approve in such attorney-in-fact's discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exer cise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is th e Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys-in-fact.

[REMAINDER OF PAGE INTENTIONALLY LEFT BLANK]

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 10th day of December, 2019. Signature: /s/ Arlen R. Shenkman

Print Name: Arlen R. Shenkman Citrix Systems, Inc.

Power of Attorney