Form 4: ANSYS Director's Shares Converted in Synopsys Merger

ANSYS Director Alec D. Gallimore disposed of 7,997 shares of common stock on July 17, 2025, as ANSYS became a wholly-owned subsidiary of Synopsys, Inc. following a merger.

Summary

• Alec D. Gallimore, a Director of ANSYS Inc., disposed of 7,997 shares of ANSYS Common Stock.
• The transaction occurred on July 17, 2025, coinciding with ANSYS Inc. becoming a wholly-owned subsidiary of Synopsys, Inc.
• This disposition was a result of the merger agreement dated January 15, 2024, between Synopsys, Inc., ALTA Acquisition Corp., and ANSYS Inc.
• Under the merger terms, each outstanding share of ANSYS Common Stock was converted into 0.3399 shares of Synopsys Common Stock and $199.91 in cash, without interest.
• The disposed shares included restricted stock units of ANSYS Inc. that vested and settled in connection with and in advance of the consummation of the merger.

Sentiment

Score: 8

Explanation: The document reports the successful completion of a significant merger, which is generally a positive event for the shareholders of the acquired company, as it provides a clear exit strategy and value realization. The director's shares were converted as per the merger agreement.

Positives

• The completion of the merger provides a defined exit for ANSYS shareholders, converting their shares into a combination of Synopsys stock and cash.
• The transaction included the vesting and settlement of restricted stock units, indicating a successful payout for equity compensation for the director.

Future Outlook

The document reports the completion of a merger where ANSYS Inc. became a wholly-owned subsidiary of Synopsys, Inc. As such, there is no independent future outlook provided for ANSYS Inc. as a standalone entity.

Industry Context

The merger of ANSYS and Synopsys represents a significant consolidation within the electronic design automation (EDA) and simulation software industries. This strategic move combines Synopsys's strengths in chip design tools with ANSYS's advanced simulation capabilities, aiming to create a more integrated and comprehensive design-to-simulation workflow for customers across various engineering disciplines.

Comparison to Industry Standards

• The merger combines Synopsys, a leader in electronic design automation (EDA) software, with ANSYS, a leader in simulation software, creating a more comprehensive solution provider in the engineering software market.
• This type of strategic acquisition is common in the technology sector, aiming to create more integrated product offerings and expand market reach, similar to other large software consolidations.
• The consideration mix of cash and stock is a standard approach for large-scale technology mergers, balancing immediate value realization for shareholders with participation in the combined entity's future growth.

Stakeholder Impact

• Shareholders of ANSYS Inc. received a combination of cash and Synopsys Inc. common stock, realizing value from their investment as per the merger agreement.
• Alec D. Gallimore, as a Director, had his beneficial ownership in ANSYS Inc. converted into Synopsys Inc. shares and cash, including the vesting and settlement of restricted stock units.

Key Dates

Keywords

ANSYS, Synopsys, Merger, Acquisition, Insider Transaction, Form 4, Equity, Common Stock, Director, Share Conversion