Form 4: ANSYS CFO Reports Share Disposition Following Synopsys Merger Completion
Statement of Changes in Beneficial Ownership (Form 4)
ANSYS Chief Financial Officer Rachel Pyles reported the disposition of all her ANSYS common stock and restricted stock units on July 17, 2025, as ANSYS became a wholly-owned subsidiary of Synopsys, Inc. through a previously announced merger.
Summary
- Rachel Pyles, Chief Financial Officer of ANSYS INC, reported the disposition of 16,844 shares and 8,559 shares of ANSYS Common Stock on July 17, 2025.
- The dispositions occurred as a direct result of the merger where ANSYS INC became a wholly-owned subsidiary of Synopsys, Inc. on July 17, 2025.
- Under the merger agreement, each outstanding and unvested ANSYS restricted stock unit (RSU) held by non-non-employee directors was converted into Synopsys RSUs, adjusted by a Conversion Ratio.
- Each share of ANSYS Common Stock outstanding immediately prior to the merger was converted into the right to receive 0.3399 of a share of Synopsys Common Stock and $199.91 in cash, without interest.
- Following these transactions, Rachel Pyles beneficially owns 0 shares of ANSYS Common Stock.
Sentiment
Score: 5
Explanation: The document is a factual report of a completed transaction (merger) and an executive's resulting share disposition, which is a neutral event in itself. It confirms the execution of a previously announced corporate action.
Future Outlook
The document does not provide forward-looking statements or guidance beyond the completion of the merger.
Industry Context
This filing reflects the finalization of a significant merger in the software and semiconductor design automation industry, where Synopsys, a leader in electronic design automation (EDA) and semiconductor IP, acquired ANSYS, a prominent provider of simulation software. This consolidation aims to create a comprehensive portfolio spanning silicon to systems design.
Stakeholder Impact
- Shareholders of ANSYS INC had their shares converted into a combination of Synopsys, Inc. common stock and cash as per the merger agreement.
- Employees of ANSYS INC who held restricted stock units had their RSUs converted into Synopsys RSUs, subject to the same terms and conditions.
Key Dates
| Date | Description |
|---|---|
| 01/15/2024 | Date of the Agreement and Plan of Merger between Synopsys, Inc., ALTA Acquisition Corp., and ANSYS, Inc. |
| 07/17/2025 | Date of earliest transaction; effective time of the merger where ANSYS became a wholly-owned subsidiary of Synopsys, Inc. |
| 07/18/2025 | Signature date of the reporting person's attorney-in-fact. |
Keywords
ANSYS, ANSS, Synopsys, Merger, Form 4, SEC Filing, Stock Disposition, Restricted Stock Units, Corporate Action, Chief Financial Officer
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