Form 4: Synaptics Exec's Equity Awards & Tax Withholding

Synaptics' Chief Legal Officer, Lisa Bodensteiner, reported grants of restricted and performance stock units, alongside shares withheld for tax obligations.

Summary

• Lisa Bodensteiner, Senior Vice President, Chief Legal Officer, and Corporate Secretary of Synaptics Inc. (SYNA), reported changes in her beneficial ownership.
• On August 17, 2025, 23,188 Restricted Stock Units (RSUs) were acquired at a price of $0, with vesting commencing on August 17, 2025, and completing by August 17, 2028.
• Additionally, 16,556 earned Performance Stock Units (PSUs) and Market Stock Units (MSUs) were acquired at a price of $0 on the same date.
• To satisfy tax withholding obligations associated with the settlement of equity awards, 6,087 shares of common stock were disposed of at a price of $66.8 per share on August 17, 2025.
• Following these transactions, Lisa Bodensteiner's direct beneficial ownership of Synaptics common stock is 84,967 shares.
• The 74,498 shares reported after the initial RSU grant included 3,625 PSUs whose performance goals were certified as achieved in 2024, with their original grant disclosed on September 12, 2024.

Sentiment

Score: 7

Explanation: The filing indicates routine executive compensation, including grants of new equity awards and the settlement of previously earned performance units, which aligns executive interests with company performance. The disposition of shares is solely for tax purposes, a standard practice.

Positives

• Grant of 23,188 Restricted Stock Units (RSUs) aligns executive interests with long-term company performance.
• Acquisition of 16,556 earned Performance Stock Units (PSUs) and Market Stock Units (MSUs) indicates the achievement of performance goals.

Negatives

• 6,087 shares were disposed of to cover tax withholding obligations, which is a common practice but reduces direct ownership.

Future Outlook

The Restricted Stock Units granted are scheduled to vest over a three-year period, with one-third vesting on August 17, 2026, and quarterly thereafter until fully vested on August 17, 2028. Earned performance and market stock units are expected to settle in shares upon satisfaction of service-based vesting requirements.

Industry Context

This filing represents a routine executive compensation disclosure, common across publicly traded technology companies, where equity awards are a standard component of executive remuneration designed to align management incentives with shareholder value creation.

Comparison to Industry Standards

• The use of Restricted Stock Units (RSUs) and Performance Stock Units (PSUs) as executive compensation is a standard practice in the technology sector, comparable to compensation structures at companies like Qualcomm, Broadcom, or NVIDIA, which also heavily utilize equity awards to incentivize long-term performance and retention.
• The vesting schedule for RSUs (one-third after one year, then quarterly) is a common structure aimed at retaining executives over several years.

Related Party Transactions

• The reported transactions involve equity awards granted by Synaptics Inc. to its Senior Vice President, Chief Legal Officer, and Corporate Secretary, Lisa Bodensteiner, which are considered related party transactions as part of executive compensation.

Stakeholder Impact

• Shareholders: Potential minor dilution from new share grants, but also improved alignment of executive incentives with long-term shareholder value.
• Employees: Reflects standard executive compensation practices, potentially setting a precedent for other equity award recipients.
• Reporting Person (Lisa Bodensteiner): Significant increase in potential future equity ownership, subject to vesting, and a reduction in current shares due to tax withholding.

Next Steps

• Continued vesting of Restricted Stock Units until August 17, 2028.
• Settlement of earned performance and market stock units upon satisfaction of service-based vesting requirements.

Key Dates

Keywords

Synaptics, SYNA, SEC Form 4, Insider Trading, Equity Compensation, Restricted Stock Units, Performance Stock Units, Market Stock Units, Executive Compensation, Lisa Bodensteiner