Form 4: ANSYS Director Disposes of Shares Following Synopsys Merger Completion

Sentiment:

Insider Transaction Report


ANSYS Director Ravi K. Vijayaraghavan reported the disposition of all his common stock holdings in ANSYS Inc. as the company became a wholly-owned subsidiary of Synopsys, Inc.

Summary

  • Ravi K. Vijayaraghavan, a Director of ANSYS Inc., reported the disposition of 6,102 shares of ANSYS Common Stock on July 17, 2025.
  • This transaction occurred as ANSYS Inc. became a wholly-owned subsidiary of Synopsys, Inc. following the completion of a merger agreement dated January 15, 2024.
  • At the effective time of the merger, each outstanding share of ANSYS Common Stock was converted into the right to receive 0.3399 shares of Synopsys Common Stock and $199.91 in cash, without interest.
  • The reported shares included those underlying restricted stock units that vested and settled in connection with and in advance of the merger consummation.
  • Following this transaction, Ravi K. Vijayaraghavan beneficially owns 0 shares of ANSYS Common Stock.
  • The reporting person is no longer subject to Section 16 obligations for ANSYS Inc.

Sentiment

Score: 5

Explanation: The filing is a factual report of a completed corporate action (merger) and a resulting insider transaction. It does not convey positive or negative sentiment about the company's ongoing performance, but rather the finalization of a pre-announced event.

Positives

  • The disposition of shares occurred as part of a merger, indicating a successful corporate acquisition for ANSYS shareholders.
  • Shareholders received a combination of cash ($199.91 per share) and Synopsys stock (0.3399 shares per ANSYS share), providing immediate liquidity and continued equity participation in the acquiring entity.
  • Restricted stock units held by the director vested and settled in connection with the merger, converting into the merger consideration.

Negatives

  • The reporting person no longer holds any direct beneficial ownership in ANSYS Inc. as it ceased to be a publicly traded entity.

Future Outlook

NA

Industry Context

This filing reflects the completion of a significant merger in the software industry, where Synopsys, a leader in electronic design automation (EDA) and semiconductor IP, acquired ANSYS, a prominent provider of simulation software. This acquisition consolidates capabilities in the engineering simulation and design automation markets.

Management Changes

RolePrevious PersonNew PersonEffective DateReason
DirectorRavi K. VijayaraghavanN/A (no longer subject to Section 16 for ANSYS Inc. as it is now a private subsidiary)07/17/2025ANSYS Inc. became a wholly-owned subsidiary of Synopsys, Inc. through a merger, leading to the cessation of the director's reporting obligations under Section 16 for ANSYS.

Stakeholder Impact

  • Shareholders (of former ANSYS Inc.): Received a combination of cash and Synopsys, Inc. common stock for their shares, converting their investment in ANSYS into consideration from the acquiring entity.
  • Reporting Person (Ravi K. Vijayaraghavan): His beneficial ownership in ANSYS Inc. was converted to merger consideration, and he is no longer subject to Section 16 reporting requirements for ANSYS.

Next Steps

  • The reporting person is no longer subject to Section 16 obligations for ANSYS Inc.
  • ANSYS Inc. is now a wholly-owned subsidiary of Synopsys, Inc.

Key Dates

DateDescription
01/15/2024Date of the Agreement and Plan of Merger between Synopsys, Inc., ALTA Acquisition Corp., and ANSYS Inc.
07/17/2025Effective date of the merger where ANSYS Inc. became a wholly-owned subsidiary of Synopsys, Inc. and the transaction date for the disposition of shares.
07/18/2025Date the Form 4 was signed by the Attorney-in-Fact for the reporting person.

Keywords

ANSYS Inc., Synopsys Inc., Merger, Acquisition, Form 4, Insider Transaction, Share Disposition, Common Stock, Restricted Stock Units, Corporate Action

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