SYNOPSYS INC — Director's Dealing 2010

Dec 7, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SYNOPSYS INC (SNPS)
CIK: 0000883241
Period of Report: 2010-12-03

Reporting Person: Cabrera Brian E (VP, Legal & General Counsel)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-12-03	Common Stock	M	2925	—	Acquired	2925	Direct
2010-12-03	Common Stock	F	1073	$26.25	Disposed	1852	Direct
2010-12-04	Common Stock	F	1284	$26.25	Disposed	568	Direct
2010-12-04	Common Stock	M	3500	—	Acquired	4068	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-12-04	Restricted Stock Units	$0	D	3500	Disposed	2011-12-10	Common Stock (3500)	Direct
2010-12-03	Restricted Stock Units	$0	D	2925	Disposed	2013-12-08	Common Stock (2925)	Direct

Footnotes

F1: Upon vesting, each restricted stock unit was converted into an equivalent number of shares of common stock.

F2: These shares were retained by the Company in order to meet the tax withholding obligations of the award holder in connection with the vesting of an installment of the performance restricted stock unit award. The Compensation Committee approved the disposition of shares by the award holder and the amount retained by the Company was not in excess of the amount of the tax liability.