Form 4: Synopsys CEO Exercises Stock Options and Sells Shares Under Pre-Arranged 10b5-1 Plan

Synopsys President and CEO Sassine Ghazi exercised stock options and subsequently sold 11,366 shares of common stock for approximately $457.93 per share, as part of a pre-arranged 10b5-1 trading plan.

Summary

• Sassine Ghazi, President and CEO of Synopsys Inc. (SNPS), executed a series of transactions on June 2, 2025, as reported in a Form 4 filing.
• Mr. Ghazi exercised 11,366 non-qualified stock options at an exercise price of $89.76 per share.
• Concurrently, he sold 11,366 shares of Synopsys common stock at a weighted average price of $457.9259 per share, with individual sale prices ranging from $452.23 to $461.18.
• These transactions were conducted pursuant to a Rule 10b5-1 trading plan that was adopted on September 30, 2024.
• Following these transactions, Mr. Ghazi's direct beneficial ownership of Synopsys common stock decreased from 82,955 shares to 71,589 shares.
• He continues to beneficially own 11,366 non-qualified stock options.

Sentiment

Score: 6

Explanation: Neutral to slightly positive. The transaction is a routine insider sale under a 10b5-1 plan, which is a common and transparent practice. The significant difference between the option exercise price and the sale price indicates a profitable transaction for the executive, reflecting positively on the stock's appreciation. While it's a sale by a key executive, the pre-arranged nature mitigates potential negative interpretations.

Positives

• The transactions were executed under a pre-arranged Rule 10b5-1 trading plan, which demonstrates a transparent and systematic approach to insider stock sales, reducing concerns about opportunistic trading.
• The significant difference between the option exercise price ($89.76) and the sale price ($457.9259) indicates a substantial profit for the executive, reflecting the strong appreciation of Synopsys's stock.

Negatives

• The sale of 11,366 shares by a key executive (President and CEO) results in a reduction of direct beneficial ownership, which some investors might perceive as a slight negative, despite being part of a pre-arranged plan.

Future Outlook

This Form 4 filing does not contain any forward-looking statements or guidance regarding the company's future performance or outlook, as it is solely focused on reporting insider transactions.

Management Comments

• "The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan that was adopted September 30, 2024."
• "The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares purchased at each separate price within the range."

Industry Context

This Form 4 filing reports an individual insider transaction and does not provide broader industry context or trends. Insider transactions are common and often part of personal financial planning, especially when executed under a Rule 10b5-1 plan, which allows executives to diversify holdings and manage liquidity in a compliant manner.

Comparison to Industry Standards

• This document reports an insider stock transaction, which is a standard disclosure requirement for public companies under SEC regulations.
• It does not contain financial results or operational metrics that would allow for a direct comparison to industry benchmarks or specific comparable companies/projects.
• Insider sales executed under Rule 10b5-1 plans are a widely accepted and common practice for executives to manage their personal finances while adhering to insider trading rules.

Stakeholder Impact

• Shareholders: The sale by the CEO, while reducing his direct beneficial ownership, was conducted under a pre-arranged 10b5-1 plan, suggesting a planned financial management strategy rather than a reaction to new negative information. The profitable exercise of options highlights the stock's appreciation over time.
• Employees: No direct impact on employees is mentioned in this filing.
• Customers: No direct impact on customers is mentioned in this filing.
• Suppliers: No direct impact on suppliers is mentioned in this filing.
• Creditors: No direct impact on creditors is mentioned in this filing.

Next Steps

• No specific future actions, events, or milestones for the company are mentioned in this Form 4 filing, as it pertains solely to an insider's personal stock transactions.

Key Dates

Keywords

Synopsys, SNPS, Form 4, Insider Trading, Stock Options, 10b5-1 Plan, Sassine Ghazi, CEO, Share Sale, Beneficial Ownership