[Form 4] Synopsys Inc Insider Trading Activity

Rhea-AI Filing Summary

Synopsys insider activity: Janet Lee, Synopsys director and GC & Corporate Secretary, received 700 restricted stock units that vested on 09/01/2025 and that will convert into 700 shares subject to a March 1, 2027 final vesting schedule with subsequent quarterly installments. To satisfy tax withholding on the vested installment, the company retained 305 shares at an average withholding value of $603.52, leaving the reporting person with 8,693 shares after the transactions. The retained shares were approved by the Compensation Committee and were not more than the reported tax liability.

Insights

Financial Analyst

TL;DR: Routine RSU vesting and company share-withholding for taxes; no indication of opportunistic sale or change in ownership stake.

The transactions reported are standard compensation-related events: an RSU installment vested and 305 shares were withheld by the company to meet tax obligations, per the issuer's compensation committee approval. The remaining net increase in beneficial ownership from the vesting is 395 shares (700 vested less 305 withheld), with total reported holdings of 8,693 shares after the disposition. This is a compensation settlement, not a market disposition, and carries limited immediate signaling value about issuer prospects.

Corporate Governance Expert

TL;DR: Governance processes appear followed: committee-approved withholding and disclosure; transactions align with standard equity compensation practices.

The form indicates the company and its Compensation Committee handled tax withholding in connection with RSU vesting, and the reporting was made via power of attorney. The disclosure is consistent with internal controls around executive compensation and Form 4 requirements. There is no indication of extraordinary compensation terms or deviations from standard vesting schedules beyond the stated installment and quarterly follow-ons to March 1, 2027.

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 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2025

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	09/01/2025		M		700	A	$0.0	8,998	D
Common Stock	09/01/2025		F		305(1)	D	$603.52	8,693	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
Restricted Stock Units	$0.0	09/01/2025		M			700	09/01/2025(2)	03/01/2027	Common Stock	700	$0.0	4,194	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. The award vests on the date shown followed by quarterly installments, subject to continued service through each vesting date.

	By: POA Pursuant Liz Ramirez For: Janet Lee	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

What insider transactions did Janet Lee (SNPS) report on Form 4?

Janet Lee reported 700 RSUs vested on 09/01/2025 and 305 shares were retained by the company for tax withholding, with net holdings reported as 8,693 shares.

Why were 305 Synopsys (SNPS) shares disposed of according to the filing?

The company retained 305 shares to satisfy the reporting person's tax withholding obligations, with the Compensation Committee approving the disposition and amount.

How many Synopsys shares does Janet Lee beneficially own after the reported transactions?

8,693 shares beneficially owned following the reported vesting and withholding transactions.

Were the retained shares in excess of the tax liability for Janet Lee?

No; the filing states the amount retained by the company was not in excess of the amount of the tax liability.

What are the vesting terms disclosed for the RSU award in the Form 4?

The RSU installment vests on 09/01/2025 followed by quarterly installments subject to continued service through each vesting date, with a final date referenced as 03/01/2027.