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[Form 4] Synopsys Inc Insider Trading Activity

Filing Impact
(High)
Filing Sentiment
(Very Negative)
Form Type
4
Rhea-AI Filing Summary

Ghazi Sassine, President and CEO and a director of Synopsys, reported multiple transactions in SNPS common stock on Form 4. The filing shows acquisitions on 08/29/2025 of shares under the Employee Stock Purchase Plan and on 09/02/2025 via exercise of a non-qualified stock option for 11,366 shares at a $89.76 exercise price. The same day (09/02/2025) 11,366 shares were sold in multiple transactions at prices ranging from $585.19 to $591.265, with a weighted average sale price of $589.0133. Reported beneficial ownership levels changed from 82,981 shares after the option exercise to 71,615 shares following the sale. The trades were effected pursuant to a Rule 10b5-1 trading plan adopted September 30, 2024.

Positive
  • Transactions disclosed transparently with sale price range and weighted average price provided
  • Trades executed under a Rule 10b5-1 plan, indicating pre-authorized and systematic execution
  • Exercise of non-qualified options and participation in the ESPP align executive interests with shareholders
Negative
  • Beneficial ownership decreased to 71,615 shares after the sale, reflecting a material insider liquidity event
  • Sale volume of 11,366 shares is sizable relative to reported insider holdings

Insights

TL;DR: CEO executed routine option exercise and subsequent programmed sale under a 10b5-1 plan; net beneficial holdings declined.

The filing documents a common pattern: exercise of vested non-qualified options at $89.76 to receive 11,366 shares, immediately followed by a programmed sale of those 11,366 shares at a weighted average price of $589.0133. The transaction was processed under a Rule 10b5-1 plan, which limits timing discretion. From an investor perspective, this is a liquidity event by management rather than a company-operational signal; beneficial ownership decreased to 71,615 shares after the sale. No additional company disclosures or changes to compensation terms are reported in the filing.

TL;DR: Transactions appear compliant and pre-cleared under a 10b5-1 plan, suggesting governance controls were used for insider trading.

The Form 4 explicitly notes the 10b5-1 trading plan adopted on September 30, 2024, and indicates the ESPP purchase and option exercise were reported. The disclosure of sale price range and weighted average sale price improves transparency. There are no indications of departures from disclosure requirements or unusual timing relative to material announcements in this filing. This looks like routine, pre-authorized insider activity consistent with governance best practices.

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).
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 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)
PRESIDENT AND CEO
3. Date of Earliest Transaction (Month/Day/Year)
09/02/2025
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 08/29/2025 J(1) V 26 A $376.771 71,615 D
Common Stock 09/02/2025 M 11,366 A $89.76 82,981 D
Common Stock 09/02/2025 S 11,366 D $589.0133(2) 71,615 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) $89.76 09/02/2025 M(3) 11,366 12/12/2019 12/12/2025 Common Stock 11,366 $0.0 0 D
Explanation of Responses:
1. Acquisition of stock under Synopsys, Inc Employee Stock Purchase Plan
2. Represents a weighted average sale price per share. These shares were sold in multiple transactions at prices ranging from $585.19 to $591.265. 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.
3. The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan that was adopted September 30, 2024.
By: POA Pursuant Liz Ramirez For: Sassine E Ghazi 09/03/2025
** 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.

FAQ

Who filed the Form 4 for SNPS and what is their role?

Ghazi Sassine, who is President and CEO and a director of Synopsys, filed the Form 4.

What transactions did the Form 4 report for SNPS on 09/02/2025?

On 09/02/2025 the filing reports exercise of a non-qualified stock option for 11,366 shares at a $89.76 exercise price and the sale of 11,366 shares at a weighted average price of $589.0133.

Were the trades part of a Rule 10b5-1 plan?

Yes. The Form 4 states the transactions were effected pursuant to a Rule 10b5-1 trading plan adopted September 30, 2024.

What was the impact on beneficial ownership reported in the filing?

Beneficial ownership changed from 82,981 shares after the option acquisition to 71,615 shares after the reported sale.

What price range were the sold shares executed at?

Sales occurred at prices ranging from $585.19 to $591.265 per share, per the filing.
Synopsys Inc

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84.30B
184.89M
0.45%
80.58%
1.75%
Software - Infrastructure
Services-prepackaged Software
Link
United States
SUNNYVALE