Synopsys counsel vests 699 RSUs, 304 shares withheld

Synopsys GC & Corporate Secretary saw RSUs vest into shares, with part of the shares withheld to cover tax obligations.

Rhea-AI Filing Summary

SYNOPSYS INC (SNPS) reported that officer Janet Lee, General Counsel & Corporate Secretary, exercised a restricted stock unit award on September 1, 2026. 699 restricted stock units converted into the same number of shares of common stock, while 304 shares were withheld by Synopsys to cover tax withholding obligations related to this vesting. Following the exercise, 1,398 restricted stock units remained outstanding for the reporting person. No Rule 10b5-1 trading plan is reported in connection with these transactions.

Insider Trade Summary

699 shares exercised/converted

Exercise 3 txns

Insider LEE JANET

Role GC & Corporate Secretary

Type	Security	Shares	Price	Value
Exercise	Restricted Stock Units F2, F3	699	$0.00	$0.00
Exercise	Common Stock	699	$0.00	$0.00
Tax Withholding	Common Stock F1	304	$414.82	$126K

Holdings After Transaction: Restricted Stock Units — 1,398 contracts (Direct); Common Stock — 16,388 shares (Direct)

Footnotes (3)

1. 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.
2. F2. Each stock unit converts into one share of Synopsys common stock.
3. F3. The award vests on the date shown followed by quarterly installments, subject to continued service through each vesting date.

Key Figures

RSUs Exercised: 699 units Shares Withheld for Taxes: 304 shares Withholding Price per Share: $414.82 per share +1 more

4 metrics

RSUs Exercised 699 units Restricted stock units converted into common stock on September 1, 2026

Shares Withheld for Taxes 304 shares Common shares retained by Synopsys to satisfy tax withholding obligations

Withholding Price per Share $414.82 per share Price used for 304 shares withheld to cover tax liability

RSUs Outstanding After Transaction 1,398 units Restricted stock units held by Janet Lee following the exercise

Key Terms

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

4 terms

Restricted Stock Units financial

"The reporting person held Restricted Stock Units that converted 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"

vesting financial

"The award vests on the date shown followed by quarterly 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.

Compensation Committee regulatory

"The Compensation Committee approved the disposition of shares"

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.

FAQ

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

Janet Lee reported the exercise of 699 restricted stock units into common shares on September 1, 2026, and a related withholding of 304 shares by Synopsys to satisfy tax withholding obligations tied to the vesting.

How many Synopsys (SNPS) restricted stock units did Janet Lee have after the reported transaction?

After the September 1, 2026 transaction, Janet Lee held 1,398 restricted stock units, as reported in the filing. Each unit is described as converting into one share of Synopsys common stock upon vesting events, subject to continued service.

What price per share is associated with the tax withholding on SNPS shares for Janet Lee?

The filing reports that 304 shares of Synopsys common stock were withheld for tax purposes at $414.82 per share. The Compensation Committee approved this disposition, and the shares retained were not in excess of the related tax liability.

Were Janet Lee’s SNPS transactions made under a Rule 10b5-1 trading plan?

No. The Form 4 indicates that no Rule 10b5-1 plan was affirmed for these transactions, and the footnotes do not reference any pre-arranged trading plan in connection with the reported vesting and share withholding.

What is the relationship between Janet Lee’s RSUs and Synopsys (SNPS) common stock?

According to the filing, each restricted stock unit converts into one share of Synopsys common stock. The reported award vests on the stated date and then in quarterly installments, contingent on continued service through each vesting date.

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Available on EDGAR 09/02/2026 - 03:49 PM Accepted by SEC EDGAR 09/02/2026 - 03:48 PM Learn about SEC filing dates

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)
09/01/2026

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/01/2026		M		699	A	$0.0	16,692	D
Common Stock	09/01/2026		F		304(1)	D	$414.82	16,388	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(2)	09/01/2026		M			699	09/01/2025(3)	03/01/2027	Common Stock	699	$0.0	1,398	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. The award vests on the date shown followed by quarterly installments, subject to continued service through each vesting date.

	By: POA pursuant Mary Lai For: Janet Lee	09/02/2026
	** 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)