Synopsys GC exercises RSUs, shares withheld for tax

Synopsys Inc. general counsel and corporate secretary Janet Lee reported routine equity compensation activity involving restricted stock units.

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Rhea-AI Filing Summary

Synopsys Inc. general counsel and corporate secretary Janet Lee reported routine equity compensation activity involving restricted stock units. On 2026-06-15, 540 restricted stock units converted into 540 shares of common stock, reflecting a scheduled vesting.

On the same date, 235 common shares were withheld by Synopsys at a price of $454.38 per share to satisfy Ms. Lee’s tax withholding obligations, as approved by the Compensation Committee. After these transactions, she directly held 15,582 shares of common stock and 2,698 restricted stock units.

Insider Trade Summary

540 shares exercised/converted

Exercise 3 txns

Insider LEE JANET

Role GC & Corporate Secretary

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units	540	$0.00	$0.00
Exercise	Common Stock	540	$0.00	$0.00
Exercise Price or Tax Liability	Common Stock	235	$454.38	$107K

Holdings After Transaction: Restricted Stock Units — 2,698 contracts (Direct); Common Stock — 15,582 shares (Direct)

Footnotes (3)

F1. These shares were retained by the Company in order to meet the tax withholding obligations of the reporting person in connection with the vesting of an installment of the restricted stock unit award. The Compensation Committee approved the disposition of shares by the reporting person and the amount retained by the Company was not in excess of the amount of the tax liability.
F2. Each stock unit converts into one share of Synopsys common stock.
F3. One-sixth (1/6) of the units vest on the date shown followed by five equal semi-annual installments, subject to continued service through each vesting date.

Key Figures

RSUs converted: 540 units Shares withheld for tax: 235 shares Withholding price: $454.38 per share +3 more

6 metrics

RSUs converted 540 units Restricted stock units converting into common stock on 2026-06-15

Shares withheld for tax 235 shares Common shares retained by Synopsys for tax withholding on 2026-06-15

Withholding price $454.38 per share Price used for tax withholding disposition of 235 shares

Common shares held 15,582 shares Direct Synopsys common stock holding after transactions

RSUs remaining 2,698 units Restricted stock units held after 2026-06-15 vesting event

RSU conversion ratio 1:1 Each stock unit converts into one share of Synopsys common stock

Key Terms

Restricted Stock Units, tax withholding obligations, Compensation Committee, vesting

4 terms

Restricted Stock Units financial

"The filing references "Restricted Stock Units" that convert into common stock."

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

tax withholding obligations financial

"Shares were retained by the Company to meet the tax withholding obligations."

Compensation Committee financial

"The Compensation Committee approved the disposition of shares by the reporting person."

A compensation committee is a group within a company's leadership responsible for setting and reviewing how much top executives and employees are paid, including salaries, bonuses, and benefits. It matters to investors because fair and effective pay decisions can influence a company's performance, leadership motivation, and overall governance, helping ensure that the company’s management is aligned with shareholders’ interests.

vesting financial

"Units vest on the date shown followed by five equal semi-annual installments."

Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What insider transaction did Synopsys (SNPS) executive Janet Lee report?

Janet Lee reported RSU vesting that converted 540 restricted stock units into common shares. Part of the resulting stock was withheld by Synopsys to cover tax obligations, resulting in updated direct share and RSU holdings for the executive.

How many Synopsys (SNPS) shares were withheld for Janet Lee’s taxes?

Synopsys retained 235 common shares from Janet Lee at $454.38 per share to meet tax withholding obligations. The Compensation Committee approved this amount and stated it was not in excess of her related tax liability on the RSU vesting.

How many Synopsys (SNPS) shares does Janet Lee hold after the Form 4 filing?

After the reported transactions, Janet Lee directly holds 15,582 shares of Synopsys common stock. She also continues to hold 2,698 restricted stock units, which may convert into additional common shares as future vesting conditions are satisfied.

Were Janet Lee’s Synopsys (SNPS) transactions open-market sales or routine tax withholding?

The filing shows routine compensation-related activity, not open-market trading. Shares were acquired through RSU conversion, and 235 shares were withheld by Synopsys solely to satisfy tax obligations tied to the vesting event, as described in the footnotes.

What are the terms of Janet Lee’s Synopsys (SNPS) restricted stock units?

Each restricted stock unit converts into one share of Synopsys common stock. One-sixth of the units vest on the reported date, followed by five equal semi-annual installments, subject to Ms. Lee’s continued service through each future vesting date.

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

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 06/16/2026 - 05:12 PM

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

LEE JANET

(Last)

(First)

(Middle)

675 ALMANOR AVENUE

(Street)

SUNNYVALE

CALIFORNIA

94085

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
SYNOPSYS INC [ SNPS ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	GC & Corporate Secretary

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	06/15/2026		M		540	A	$0.0	15,817	D
Common Stock	06/15/2026		F		235⁽¹⁾	D	$454.38	15,582	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	$0.0⁽²⁾	06/15/2026		M			540	06/15/2026⁽³⁾	12/15/2028	Common Stock	540	$0.0	2,698	D

Explanation of Responses:

1. These shares were retained by the Company in order to meet the tax withholding obligations of the reporting person in connection with the vesting of an installment of the restricted stock unit award. The Compensation Committee approved the disposition of shares by the reporting person and the amount retained by the Company was not in excess of the amount of the tax liability.

2. Each stock unit converts into one share of Synopsys common stock.

3. One-sixth (1/6) of the units vest on the date shown followed by five equal semi-annual installments, subject to continued service through each vesting date.

	By: POA pursuant Mary Lai For: Janet Lee	06/16/2026
	** 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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR