SYNOPSYS INC — Director's Dealing 2010

Mar 19, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SYNOPSYS INC (SNPS)
CIK: 0000883241
Period of Report: 2010-03-15

Reporting Person: Naddaf Esfandiar (VP, Controller)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-03-15	Common Stock	M	1667	—	Acquired	2158	Direct
2010-03-15	Common Stock	F	729	$22.65	Disposed	1429	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-03-15	Restricted Stock Units	$0	M	1667	Disposed	2011-03-15	Common Stock (1667)	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 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.

F3: 1/3 of the units vest on the date shown followed by two equal annual installments.