Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

(e) Compensatory Arrangements of Certain Officers.

FY 2013 TIBCO Executive Incentive Compensation Plan

On February 1, 2013, the Compensation Committee of the Board of Directors (the "Committee") of TIBCO Software Inc. approved the terms of the FY 2013 TIBCO Executive Incentive Compensation Plan (the "EICP"). The EICP provides for the payment of cash bonuses to eligible Section 16 officers based on the attainment of certain corporate performance criteria established by the Committee. There is also a discretionary component to the EICP which permits the Committee to award cash bonuses based on certain factors.

A description of the EICP is filed herewith as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits.

Exhibit No. Description

99.1 Summary of FY 2013 TIBCO Executive Incentive Compensation Plan.

---