Synopsys (SNPS) chair de Geus vests 1,763 RSUs and covers taxes in shares

Rhea-AI Filing Summary

Synopsys executive chair Aart de Geus reported routine equity compensation activity. He exercised 1,763 restricted stock units, which converted into the same number of Synopsys common shares. To cover tax withholding on this vesting, the company retained 630 shares at a price of $412.63 per share, as approved by the Compensation Committee.

After these transactions, de Geus directly holds 120,128 Synopsys shares. He also has indirect ownership of 308,791 shares through a family trust and 14,500 shares through a partnership. The tax-related share retention does not represent an open-market sale.

Insights

Equity compensation analyst

Routine RSU vesting with tax withholding; no open-market trading signal.

The filing shows Aart de Geus converting 1,763 restricted stock units into Synopsys common shares, a standard equity compensation event. The Form 4 classifies this as an exercise or conversion of derivative securities rather than a market purchase.

Of these shares, 630 were retained by Synopsys to satisfy tax withholding obligations at $412.63 per share, with the amount approved by the Compensation Committee and capped at the tax liability. This is a non-market disposition and does not reflect an active decision to sell shares.

Following the transactions, de Geus holds 120,128 shares directly, plus indirect positions via a family trust and a partnership. With no remaining derivative positions listed and no open-market buys or sells reported, the filing appears administratively neutral for investors.

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

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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^*

DE GEUS AART

(Last) (First) (Middle)

675 ALMANOR AVENUE

(Street)

SUNNYVALE CA 94085

(City) (State) (Zip)

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

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EXECUTIVE CHAIR

3. Date of Earliest Transaction (Month/Day/Year)
03/15/2026

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

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

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

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	03/15/2026		M		1,763	A	$0.0	120,758	D
Common Stock	03/15/2026		F		630(1)	D	$412.63	120,128	D
Common Stock								308,791	I	by Family Trust
Common Stock								14,500	I	by Partnership

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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Restricted Stock Units	$0.0(2)	03/15/2026		M			1,763	03/15/2024(3)	03/15/2027	Common Stock	1,763	$0.0	1,763	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. 25% of the units vest on the date shown followed by three equal annual installments, subject to continued service through each vesting date.

	By: POA pursuant Mary Lai For: Aart de Geus	03/16/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did Synopsys (SNPS) executive chair Aart de Geus report?

Aart de Geus reported the vesting and exercise of 1,763 restricted stock units into Synopsys common shares. This is a routine equity compensation event tied to a restricted stock unit award and not an open-market share purchase or sale.

How many Synopsys (SNPS) shares were withheld for taxes in this Form 4?

The company retained 630 Synopsys common shares to satisfy Aart de Geus’s tax withholding obligations. These shares were valued at $412.63 each, and the Compensation Committee confirmed the retained amount did not exceed the related tax liability.

How many Synopsys (SNPS) shares does Aart de Geus own directly after the filing?

After the reported transactions, Aart de Geus directly holds 120,128 Synopsys common shares. This figure reflects the net impact of the restricted stock unit vesting and the shares retained by the company to cover associated tax obligations.

What indirect Synopsys (SNPS) holdings does Aart de Geus report?

In addition to his direct stake, Aart de Geus reports 308,791 Synopsys shares held indirectly through a family trust and 14,500 shares held indirectly through a partnership. These positions are listed as indirect ownership interests tied to related entities.

Does this Synopsys (SNPS) Form 4 show any open-market stock sales by Aart de Geus?

The Form 4 does not report any open-market stock sales by Aart de Geus. The only disposition involves 630 shares retained by Synopsys to cover tax withholding on the restricted stock unit vesting, which is a non-market, administrative transaction.

How do the restricted stock units in this Synopsys (SNPS) filing convert to common shares?

Each restricted stock unit converts into one share of Synopsys common stock. In this case, 1,763 units vested and converted into 1,763 common shares, following the grant’s vesting schedule described in the compensation footnotes.