SYNOPSYS INC — Director's Dealing 2023

Dec 14, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SYNOPSYS INC (SNPS)
CIK: 0000883241
Period of Report: 2023-12-12

Reporting Person: MAHONEY RICHARD S. (Chief Revenue Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-12-12	Common Stock	A	7344	$0.0	Acquired	9457	Direct
2023-12-12	Common Stock	F	3199	$567.06	Disposed	6258	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-12-12	Non-Qualified Stock Option (right to buy)	$567.06	A	8162	Acquired	2030-12-12	Common Stock (8162)	Direct
2023-12-12	Restricted Stock Units	$0.0	A	2632	Acquired	2027-12-08	Common Stock (2632)	Direct
2023-12-12	Restricted Stock Units	$	A	7343	Acquired		Common Stock (7343)	Direct

Footnotes

F1: Represents 50% of earned stock units of a performance-based restricted stock unit award that was granted on December 2, 2022 for which the Compensation Committee of Synopsys' Board of Directors certified the level of achievement against certain performance goals on December 12, 2023.

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

F3: Grant to reporting person to buy shares of common stock under the Synopsys, Inc 2006 Employee Equity Incentive Plan.

F4: 1/4 of the grant becomes exercisable on the date shown with the remainder becoming exercisable in a series of 12 equal quarterly installments thereafter, subject to continued service through each vesting date.

F5: The Compensation Committee of the Board of Directors approved a restricted stock unit grant under the Synopsys, Inc. 2006 Employee Equity Incentive Plan.

F6: 25% of the units vest on the date shown followed by three equal annual installments, subject to continued service through each vesting date.

F7: Each stock unit represents a contingent right to receive one share of Synopsys common stock.

F8: Represents 50% of earned stock units of a performance-based restricted stock unit award that was granted on December 2, 2022 for which the Compensation Committee of Synopsys' Board of Directors certified the level of achievement against certain performance goals on December 12, 2023, which will vest on December 8, 2024 subject to the reporting person's continuous service through such date.

F9: Represents 50% of earned stock units of a performance-based restricted stock unit award that was granted on December 2, 2022 for which the Compensation Committee of Synopsys' Board of Directors certified the level of achievement against certain performance goals on December 12, 2023, which will vest on December 8, 2024 subject to the reporting person's continuous service through such date.