SYNOPSYS INC — Director's Dealing 2012

Dec 14, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

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

Reporting Person: Logan Joseph W (Sr. VP, Worldwide Sales)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-12-12	Common Stock	F	1734	$32.38	Disposed	43690	Direct
2012-12-12	Common Stock	M	4575	—	Acquired	48265	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-12-12	Non-Qualified Stock Option (right to buy)	$32.38	A	60000	Acquired	2019-12-12	Common Stock (60000)	Direct
2012-12-12	Restricted Stock Units	$0	A	18300	Acquired	2015-12-08	Common Stock (18300)	Direct
2012-12-12	Restricted Stock Units	$0	D	4575	Disposed	2015-12-08	Common Stock (4575)	Direct

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: Grant to reporting person to buy shares of common stock under the Synopsys, Inc 2006 Employee Equity Incentive Plan

F3: Option vests in 16 equal quarterly installments beginning on the date shown.

F4: On 12/08/11 the reporting person was granted Restricted Stock Units the vesting of which was based on satisfaction of certain performance criteria for the fiscal year ending 11/03/12. The performance criteria were met.

F5: 25% of the units vest on the date shown followed by three equal annual installments.