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  4. [8-K/A] SYNOPSYS INC Amends Material Event Report

Synopsys (NASDAQ: SNPS) flags higher restructuring hit to earnings

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Form Type
8-K/A

Rhea-AI Filing Summary

SYNOPSYS, INC. (SNPS) filed an amendment to update its disclosure about a previously approved restructuring plan. The Board originally approved the restructuring plan on November 9, 2025, and on August 21, 2026, approved updated estimates reflecting higher restructuring costs.

Synopsys now estimates it will recognize pre-tax charges ranging from $425 million to $500 million to its GAAP financial results. These charges consist primarily of severance and other one-time termination benefits, as well as costs related to certain site closures as part of its global site strategy. The company characterizes these as forward-looking estimates subject to risks, including possible changes in the size, components and timing of the expected costs and Synopsys’ ability to realize the benefits of the restructuring.

Positive

  • None.

Negative

  • Synopsys increased estimated restructuring-related pre-tax charges to $425–$500 million, primarily for severance, termination benefits and site closures, which will negatively affect GAAP financial results.
Item 2.05 Costs Associated with Exit or Disposal Activities Financial
The company committed to an exit plan involving layoffs, facility closures, or restructuring charges.
Updated estimated pre-tax restructuring charges $425 million to $500 million Estimated range of pre-tax charges to GAAP financial results under the restructuring plan
Restructuring plan approval date November 9, 2025 Date the Board of Directors approved the restructuring plan
Updated estimates approval date August 21, 2026 Date the Board approved updated estimates related to the restructuring plan
Information “as of” date August 26, 2026 Date as of which the company states the information is provided
restructuring plan financial
"under its restructuring plan that was approved by the Board of Directors"
A restructuring plan is a company’s roadmap for reorganizing its operations, debts, or assets to improve financial health and efficiency; think of it as rewriting a household budget and chores when income changes. Investors care because the plan can affect a company’s ability to repay loans, generate profits, and sustain growth—successful restructuring can restore value, while a poorly executed one can signal continued trouble or reduced returns.
pre-tax charges financial
"it will recognize pre-tax charges to its GAAP financial results"
Pre-tax charges are expenses a company records on its income statement before calculating income taxes; they reduce pretax profit and include items like write-downs, restructuring costs, impairments, or large legal settlements. They matter to investors because they can sharply change reported earnings in a single period, so looking past one-time or non-operational pre-tax charges helps compare underlying business performance, similar to spotting a one-off bill that temporarily cuts into a household’s monthly income.
severance and other one-time termination benefits financial
"consisting primarily of severance and other one-time termination benefits"
site closures financial
"other costs such as certain site closures as part of its global site strategy"
forward-looking statements regulatory
"includes certain forward-looking statements with respect to the size and scope"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
Risk Factors regulatory
"including in the sections entitled “Risk Factors” in Synopsys’ latest Annual Report"
Risk factors are elements or conditions that could cause an investment's value to decrease or lead to potential losses. They are like warning signs or obstacles that can affect the success of an investment, making it uncertain or more unpredictable. Recognizing risk factors helps investors understand the possible challenges and make more informed decisions.

FAQ

What restructuring charges did SYNOPSYS INC (SNPS) update in this 8-K/A?
Synopsys updated its estimate of pre-tax restructuring charges to a range of $425 million to $500 million, reflecting additional expected costs primarily for severance, other one-time termination benefits, and certain site closures.

When did the Synopsys (SNPS) Board approve the restructuring plan and its updated estimates?
The Board of Synopsys approved the restructuring plan on November 9, 2025, and approved updated cost estimates on August 21, 2026 to reflect additional restructuring costs.

What types of costs are included in Synopsys (SNPS) restructuring charges?
The updated restructuring charges of $425 million to $500 million consist primarily of severance and other one-time termination benefits, plus other costs such as certain site closures as part of Synopsys’ global site strategy.

How will the updated restructuring estimate affect Synopsys (SNPS) financial results?
Synopsys states it expects to recognize pre-tax charges of $425 million to $500 million in its GAAP financial results related to the restructuring plan, which will reduce reported earnings over the periods in which these charges are recorded.

Does Synopsys (SNPS) describe these restructuring estimates as forward-looking?
Yes. Synopsys identifies the updated restructuring estimates, including the size and scope of the restructuring and timing of related charges, as forward-looking statements subject to risks and uncertainties described in its Form 10-K and Form 10-Q risk factor sections.

As of what date does Synopsys (SNPS) state the information in this amendment is valid?
Synopsys states that the information in this amendment is provided as of August 26, 2026 and notes that it does not undertake to update forward-looking statements unless required by law.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Understanding 8-K Material Events →
SYNOPSYS INC 0000883241 0000883241 2025-11-09 2025-11-09
 
 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K/A

 

Amendment No. 1

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (date of earliest event reported): November 9, 2025

 

 

SYNOPSYS, INC.

(Exact name of registrant as specified in charter)

 

 

 

Delaware   000-19807   56-1546236

(State or other jurisdiction

of incorporation)

  

(Commission

File Number)

  

(I.R.S. Employer

Identification No.)

675 Almanor Ave.

Sunnyvale, California 94085

(Address of principal executive offices) (Zip code)

Registrant’s telephone number, including area code: (650) 584-5000

N/A

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

  

Trading

Symbol(s)

  

Name of each exchange

on which registered

Common Stock (par value of $0.01 per share)   SNPS   Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

 

 
 

Explanatory Note

This current report on Form 8-K/A (this “Amendment”) amends the current report on Form 8-K filed by Synopsys, Inc. (“Synopsys”) with the Securities and Exchange Commission (the “SEC”) on November 12, 2025 (the “Original 8-K”). The sole purpose of this Amendment is to update the disclosure under “Item 2.05 Costs Associated with Exit or Disposal Activities” of the Original 8-K to report certain updates to estimates of pre-tax charges to the Synopsys GAAP financial results under its restructuring plan that was approved by the Board of Directors of Synopsys (the “Board”) on November 9, 2025 (the “Restructuring Plan”). No other changes are being made to the Original 8-K.

 
Item 2.05

Costs Associated with Exit or Disposal Activities.

On August 21, 2026, the Board approved updated estimates related to the Restructuring Plan that were previously disclosed in the Original 8-K to reflect additional restructuring costs. Synopsys now estimates that it will recognize pre-tax charges to its GAAP financial results ranging from $425 million to $500 million, consisting primarily of severance and other one-time termination benefits, and other costs such as certain site closures as part of its global site strategy.

This Item 2.05 includes certain forward-looking statements with respect to the size and scope of the restructuring, and the approximate amount and expected timing of the related charges. These statements involve risks, uncertainties and other factors that could cause Synopsys’ actual results, time frames or achievements to differ materially from those expressed or implied in such forward-looking statements. Such risks, uncertainties and factors include but are not limited to, Synopsys’ ability to implement the restructuring in various jurisdictions, possible changes in the size, components and timing of the expected costs and charges, Synopsys’ ability to achieve the benefits of the announced restructuring, and the risks more fully described in filings Synopsys makes with the SEC from time to time, including in the sections entitled “Risk Factors” in Synopsys’ latest Annual Report on Form 10-K and in Synopsys’ latest Quarterly Report on Form 10-Q. The information provided herein is as of August 26, 2026. Synopsys undertakes no duty to, and does not intend to, update any forward-looking statement, whether as a result of new information, future events or otherwise, unless required by law.

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

    SYNOPSYS, INC.
Dated: August 26, 2026     By:  

/s/ JANET LEE

            Janet Lee
            General Counsel and Corporate Secretary

Source: View Original Filing on SEC EDGAR

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