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Synopsys (NASDAQ: SNPS) director awarded 453 shares, shifts stake to trust

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

Rhea-AI Filing Summary

JOHNSON MERCEDES reported acquisition or exercise transactions in this Form 4 filing.

Synopsys director Mercedes Johnson reported receiving an automatic award of 453 shares of common stock, granted at no cost under the company’s Amended and Restated Equity Incentive Plan. These shares will vest on the date immediately preceding the first Annual Meeting following the grant date, assuming continued Board service.

Johnson also reported an internal transfer of 491 previously directly held shares into the Mercedes Johnson Trust, bringing her indirectly held position through the trust to 2,390 shares. This transfer is disclosed as exempt from Section 16 under Rule 16a-13.

Positive

  • None.

Negative

  • None.
Insider JOHNSON MERCEDES
Role Director
Type Security Shares Price Value
Grant/Award Common Stock 453 $0.00 --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 453 shares (Direct); Common Stock — 2,390 shares (Indirect, by Trust)
Footnotes (1)
  1. The shares subject to the Award will vest on the date immediately preceding the first Annual Meeting following the Date of Grant, subject to the Eligible Director's continued Board service through such date. Automatic award under the Amended and Restated Equity Incentive Plan. Prior to April 16, 2026, the reporting person held 491 shares under direct ownership and 1,899 shares under indirect ownership. On April 16, 2026 the reporting person transferred the 491 shares held under direct ownership into the Mercedes Johnson Trust. The transfer is exempt from Section 16 by virtue of Rule 16a-13. The shares are indirectly held by the reporting person through the Mercedes Johnson Trust.
Director stock award 453 shares Automatic common stock grant at $0.00 per share
Direct holdings after award 453 shares Common stock directly held following grant
Indirect holdings via trust after transfer 2,390 shares Common stock held indirectly by Mercedes Johnson Trust
Shares transferred to trust 491 shares Previously direct, moved into Mercedes Johnson Trust
Prior indirect holdings 1,899 shares Indirect common stock before transfer to trust
Amended and Restated Equity Incentive Plan financial
"Automatic award under the Amended and Restated Equity Incentive Plan."
Section 16 regulatory
"The transfer is exempt from Section 16 by virtue of Rule 16a-13."
Section 16 is a U.S. securities law rule that governs the trading and disclosure obligations of company insiders — typically officers, directors and large shareholders — to promote transparency and deter unfair profit-taking. It requires insiders to publicly report their stock trades and allows companies or the issuer to reclaim quick, short-term profits from certain insider trades, like a scoreboard and a refund policy that help investors see and limit possible insider advantage.
Rule 16a-13 regulatory
"The transfer is exempt from Section 16 by virtue of Rule 16a-13."
Annual Meeting financial
"will vest on the date immediately preceding the first Annual Meeting following the Date of Grant"
A company's annual meeting is a yearly gathering where owners (shareholders) and the board review performance, ask questions, and vote on key matters like electing directors, approving auditor choices, and sometimes setting pay or dividend policies. For investors it matters because decisions made and votes cast can change who runs the company, influence strategy and payouts, and affect the value or direction of their investment—similar to a homeowners’ meeting where rules and leaders that shape your property’s value are decided.
Trust financial
"shares are indirectly held by the reporting person through the Mercedes Johnson Trust."
Form 4 Insider Transactions: What Each Field Means →
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).
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*
JOHNSON MERCEDES
(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
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/16/2026		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 Stock04/16/2026(1)A(2)453A$0.0453(3)D
Common Stock2,390Iby Trust
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
Explanation of Responses:
1. The shares subject to the Award will vest on the date immediately preceding the first Annual Meeting following the Date of Grant, subject to the Eligible Director's continued Board service through such date.
2. Automatic award under the Amended and Restated Equity Incentive Plan.
3. Prior to April 16, 2026, the reporting person held 491 shares under direct ownership and 1,899 shares under indirect ownership. On April 16, 2026 the reporting person transferred the 491 shares held under direct ownership into the Mercedes Johnson Trust. The transfer is exempt from Section 16 by virtue of Rule 16a-13. The shares are indirectly held by the reporting person through the Mercedes Johnson Trust.
By: POA pursuant Mary Lai For: Mercedes Johnson04/17/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Synopsys (SNPS) director Mercedes Johnson report?

Mercedes Johnson reported receiving an automatic award of 453 Synopsys common shares at no cost as director compensation. She also reported transferring 491 previously directly held shares into the Mercedes Johnson Trust, consolidating part of her holdings under indirect trust ownership exempt under Rule 16a-13.

How many Synopsys (SNPS) shares did Mercedes Johnson acquire in the award?

Mercedes Johnson acquired 453 shares of Synopsys common stock through a grant with a zero-dollar purchase price. The grant was an automatic award under the Amended and Restated Equity Incentive Plan and is tied to her ongoing service on the company’s Board of Directors.

When will Mercedes Johnson’s new Synopsys (SNPS) shares vest?

The 453-share award will vest on the date immediately preceding the first Annual Meeting following the grant date. Vesting depends on Mercedes Johnson’s continued service on the Synopsys Board through that date, aligning the grant with her ongoing director responsibilities and tenure.

What change occurred in Mercedes Johnson’s indirect Synopsys (SNPS) holdings?

Mercedes Johnson transferred 491 directly held shares into the Mercedes Johnson Trust, increasing her indirectly held shares there to 2,390. The filing states this transfer is exempt from Section 16 under Rule 16a-13 and that the shares are held through the Mercedes Johnson Trust structure.

How were Mercedes Johnson’s Synopsys (SNPS) shares held before the reported transactions?

Before April 16, 2026, Mercedes Johnson held 491 Synopsys shares directly and 1,899 shares indirectly. On that date, she moved the 491 directly held shares into the Mercedes Johnson Trust, consolidating them so that all 2,390 of those shares are now reported as indirectly held through the trust.