SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
DOW STEPHEN M

(Last) (First) (Middle)
C/O SEVIN ROSEN FUNDS
13455 NOEL ROAD, SUITE 1670

(Street)
DALLAS TX 75240

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
CITRIX SYSTEMS INC [ CTXS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
10/31/2007
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 10/31/2007 P 2,400 A $42.499 263,328(1) I See Footnote 1
Common Stock 11/01/2007 A 3,333(2) A $0 6,666 D
Common Stock 1,147,479(3) I See Footnote 3
Common Stock 22,819(4) I See Footnote 4
Common Stock 17(5) I See Footnote 5
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option Right To Buy $42.62 11/01/2007 A 10,000 12/01/2007(6) 11/01/2017 Common Stock 10,000 $0 10,000 D
Explanation of Responses:
1. Shares are held by the Dow Family Trust (the "Dow Trust"). Stephen M Dow ("Dow") is a trustee and beneficiary of the Dow Trust. Includes 1,912 shares received as a distribution for no consideration from Sevin Rosen IX Affiliates Fund L.P. ("SRIX AFF") to its partners on October 29, 2007.
2. The 3,333 shares of Common Stock are in connection with the grant of restricted stock units that vest in equal monthly installments over a period of one year.
3. Reflects the distribution of 542,732 shares for no consideration from Sevin Rosen Fund IX L.P. ("SRFIX") to its partners on October 29, 2007. In prior reports, the Reporting Person reported beneficial ownership of 1,690,211 shares of Citrix Common Stock held by SRFIX. Reporting Person is a managing member of SRB Associates IX L.L.C., the general partner of SRB Associates IX L.P. ("SRBA IX", the general partner of SRFIX. Reporting Person disclaims beneficial ownership of thes shares except to the extent of his pecuniary interest therein.
4. Reflects the distribution of 10,794 shares for no consideration from SRIX AFF to its partners on October 29, 2007. In prior reports, the Reporting Person reported beneficial ownership of 33,613 shares of Citrix Common Stock held by SRIX AFF. Reporting Person is a managing member of SRB Associates IX L.L.C., the general partner of SRBA IX, the general partner of SRIX AFF. Reporting Person disclaims beneficial ownership of these shares except to the extent of his pecuniary interest therein.
5. Reflects the distribution of 17 shares for no consideration from SRIX AFF to SRBA IX on October 29, 2007.
6. Stock options vest and are exercisable in equal monthly installments over a period of one year.
John V. Jaggers, As Attorney-In-Fact 11/02/2007
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.