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Synopsys (SNPS) CEO exercises options, sells 14,603 shares under 10b5-1 plan

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Synopsys Inc. director and president/CEO Ghazi Sassine exercised equity awards and sold shares in a pre-planned transaction. On 2026-06-15, he exercised options and restricted stock units to acquire a total of 17,913 shares of common stock, including 14,603 shares from non-qualified stock options at an exercise price of $135.88 per share and 3,310 shares from restricted stock units that convert one-for-one into common stock.

On the same date, he sold 14,603 shares of common stock in open-market transactions at a weighted average price of $458.962 per share under a Rule 10b5-1 trading plan adopted on September 19, 2025, and 1,492 shares were withheld by the company to cover tax obligations related to RSU vesting. Following these transactions, he holds 75,020 shares of Synopsys common stock directly.

Positive

  • None.

Negative

  • None.

Insights

CEO’s option exercise, RSU vesting, and planned sale look like routine equity compensation activity.

Ghazi Sassine, president and CEO of Synopsys, exercised non-qualified stock options at an exercise price of $135.88 and vested restricted stock units that convert into common stock. This increased his shareholdings before subsequent dispositions.

He then sold 14,603 shares at a weighted average price of $458.962 per share and had 1,492 shares withheld to satisfy tax obligations tied to RSU vesting. The filing notes these trades were executed under a Rule 10b5-1 trading plan adopted on September 19, 2025, indicating they were pre-scheduled rather than opportunistic.

After all transactions, he directly holds 75,020 shares of common stock visible in this filing. With no remaining derivative positions reported here and the sales occurring under a pre-planned arrangement, the activity appears consistent with standard executive compensation and liquidity management rather than a directional call on the stock.

Insider Ghazi Sassine
Role PRESIDENT AND CEO
Sold 14,603 shs ($6.70M)
Type Security Shares Price Value
Exercise Non-Qualified Stock Option (right to buy) 14,603 $0.00 --
Exercise Restricted Stock Units 3,310 $0.00 --
Exercise Common Stock 14,603 $135.88 $1.98M
Sale Common Stock 14,603 $458.962 $6.70M
Exercise Common Stock 3,310 $0.00 --
Tax Withholding Common Stock 1,492 $454.38 $678K
Holdings After Transaction: Non-Qualified Stock Option (right to buy) — 29,208 shares (Direct, null); Restricted Stock Units — 16,546 shares (Direct, null); Common Stock — 89,623 shares (Direct, null)
Footnotes (1)
  1. Represents a weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from $454.56 to $462.99. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price within the range. 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. The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan that was adopted September 19, 2025. Each stock unit converts into one share of Synopsys common stock. 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.
Open-market shares sold 14,603 shares Common stock sale at weighted average $458.962/share on June 15, 2026
Sale weighted average price $458.962 per share Open-market sale of 14,603 common shares
Options exercised 14,603 shares at $135.88 Non-qualified stock option exercise on June 15, 2026
RSUs converted 3,310 units into common stock Restricted stock units converting 1:1 into Synopsys common shares
Shares withheld for taxes 1,492 shares Tax-withholding disposition tied to RSU vesting
Shares held after transactions 75,020 shares Direct Synopsys common stock ownership following June 15, 2026 trades
Rule 10b5-1 trading plan regulatory
"The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan that was adopted September 19, 2025."
A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.
Restricted Stock Units financial
"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."
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.
Non-Qualified Stock Option (right to buy) financial
"Non-Qualified Stock Option (right to buy) with an exercise price of 135.8800 and underlying common stock shares of 14603.0000."
weighted average sale price financial
"Represents a weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from $454.56 to $462.99."
tax withholding obligations financial
"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."
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SEC Form 4
FORM 4UNITED 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).
X
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*
Ghazi Sassine

(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)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
PRESIDENT AND CEO
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(A) or (D)Price
Common Stock06/15/2026M14,603A$135.8889,623D
Common Stock06/15/2026S14,603D$458.962(1)75,020D
Common Stock06/15/2026M3,310A$0.078,330D
Common Stock06/15/2026F1,492(2)D$454.3876,838D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Non-Qualified Stock Option (right to buy)$135.8806/15/2026M(3)14,60312/12/202012/12/2026Common Stock14,603$0.029,208D
Restricted Stock Units$0.0(4)06/15/2026M3,31006/15/2026(5)12/15/2028Common Stock3,310$0.016,546D
Explanation of Responses:
1. Represents a weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from $454.56 to $462.99. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price within the range.
2. 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.
3. The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan that was adopted September 19, 2025.
4. Each stock unit converts into one share of Synopsys common stock.
5. 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: Sassine E Ghazi06/16/2026
** Signature of Reporting PersonDate
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)

FAQ

What transactions did Synopsys (SNPS) CEO Ghazi Sassine report in this Form 4?

Ghazi Sassine reported exercising stock options and restricted stock units, selling 14,603 Synopsys shares, and having 1,492 shares withheld for taxes. The actions reflect equity compensation vesting, derivative exercises, and a planned open-market sale executed on June 15, 2026.

How many Synopsys (SNPS) shares did the CEO sell and at what price?

He sold 14,603 shares of Synopsys common stock at a weighted average price of $458.962 per share. The shares were sold in multiple transactions within a price range of $454.56 to $462.99, as disclosed in the weighted-average pricing footnote.

Were Ghazi Sassine’s Synopsys (SNPS) share sales pre-planned under a Rule 10b5-1 plan?

Yes. The filing states the reported transactions were executed pursuant to a Rule 10b5-1 trading plan adopted on September 19, 2025. Such pre-planned arrangements are established in advance and typically indicate routine portfolio and liquidity management by the executive.

What equity awards did the Synopsys (SNPS) CEO exercise in this transaction?

He exercised non-qualified stock options for 14,603 shares at a $135.88 exercise price and converted 3,310 restricted stock units into common shares. Each unit converts into one share of Synopsys common stock, reflecting standard equity compensation mechanics.

Why were 1,492 Synopsys (SNPS) shares withheld from the CEO in this Form 4?

The 1,492 shares were retained by the company to cover Ghazi Sassine’s tax withholding obligations related to the vesting of a restricted stock unit installment. The compensation committee approved this tax-withholding disposition, and the amount did not exceed the associated tax liability.

How many Synopsys (SNPS) shares does CEO Ghazi Sassine hold after these transactions?

After the reported exercises, sales, and tax-withholding disposition, Ghazi Sassine directly holds 75,020 shares of Synopsys common stock. This balance reflects his remaining direct ownership following all transactions disclosed in the Form 4 for June 15, 2026.