SYNOPSYS INC — Director's Dealing 2012

Dec 11, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SYNOPSYS INC (SNPS)
CIK: 0000883241
Period of Report: 2012-12-08

Reporting Person: DE GEUS AART (Director, Chairman of the Board & Co-CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-08	Common Stock	M	19950	—	Acquired	620494	Direct
2012-12-08	Common Stock	M	15208	—	Acquired	635702	Direct
2012-12-08	Common Stock	M	16675	—	Acquired	652377	Direct
2012-12-08	Common Stock	F	7100	$32.92	Disposed	645277	Direct
2012-12-08	Common Stock	F	7784	$32.92	Disposed	637493	Direct
2012-12-08	Common Stock	F	9313	$32.92	Disposed	628180	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-08	Restricted Stock Units	$0	D	19950	Disposed	2012-12-08	Common Stock (19950)	Direct
2012-12-08	Restricted Stock Units	$0	D	15208	Disposed	2013-12-08	Common Stock (15208)	Direct
2012-12-08	Restricted Stock Units	$0	D	16675	Disposed	2014-12-08	Common Stock (16675)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	72500	Indirect
Common Stock	22000	Indirect

Footnotes

F1: 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.

F2: Reporting person disclaims beneficial ownership by spouse