From: Morgan Stanley & Co. LLC New York, NY 10036 To: CyberArk Software Ltd. Park Ofer B, P.O. Box 3143 Petach-Tikva 4951040, Israel Telephone: +972-3-918-0000 Re: Base Call Option TransactionCyberArk Software Ltd. • November 18th, 2019 • Services-prepackaged software
Company FiledNovember 18th, 2019 IndustryThe purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between Morgan Stanley & Co. LLC (“Dealer”) and CyberArk Software Ltd. (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
CYBERARK SOFTWARE LTD. AND U.S. BANK NATIONAL ASSOCIATION, as Trustee INDENTURE Dated as of November 18, 2019 0% Convertible Senior Notes due 2024CyberArk Software Ltd. • November 18th, 2019 • Services-prepackaged software • New York
Company FiledNovember 18th, 2019 Industry JurisdictionINDENTURE dated as of November 18, 2019 between CYBERARK SOFTWARE LTD., an Israeli corporation, as issuer (the “Company,” as more fully set forth in Section 1.01) and U.S. BANK NATIONAL ASSOCIATION, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).