Item 15. Exhibits and Financial Statement Schedules

21K characters. Original on sec.gov · Markdown

Item 15. Exhibits and Financial Statement Schedules

(a)The following documents are filed as part of this Form 10-K:

(1)Financial Statements

The following documents are included as Part II, Item 8 of this Form 10-K:


			Page
Report of Independent Registered Public Accounting Firm			47
Consolidated Balance Sheets			50
Consolidated Statements of Income			51
Consolidated Statements of Comprehensive Income			52
Consolidated Statements of Stockholders’ Equity			53
Consolidated Statements of Cash Flows			54
Notes to Consolidated Financial Statements			55

(2)Financial Statement Schedules

Schedules not listed above have been omitted because the information required to be set forth therein is not applicable or is shown in the financial statements or notes herein.

(3)Exhibits

See Item 15(b) below.

(b)Exhibits

EXHIBIT INDEX


Exhibit Number	Exhibit Description		Incorporated By Reference						Filed or Furnished Herewith
Form		File No.		Exhibit		Filing Date
3.1	Amended and Restated Certificate of Incorporation		10-Q		000-19807		3.1	9/15/2003
3.2	Amended and Restated Bylaws		10-K		000-19807		3.2	12/15/2020
4.1	Specimen Common Stock Certificate		S-1		33-45138		4.3	2/24/1992 (effective date)
4.2	Description of Synopsys' Stock		10-K		000-19807		4.2	12/15/2020
10.1	Conformed Credit Agreement, as amended and restated pursuant to that certain Fourth Extension and Amendment Agreement, dated January 22, 2021, among Synopsys, Inc. as Borrower, the Lenders parties thereto and JPMorgan Chase Bank, N.A., as administrative agent for the lenders		8-K		000-19807		10.1	1/25/2021

Table of Contents


Exhibit Number	Exhibit Description		Incorporated By Reference						Filed or Furnished Herewith
Form		File No.		Exhibit		Filing Date
10.2	Lease Agreement dated October 14, 2011 between Synopsys, Inc. and 690 E. Middlefield Road Fee, LLC, (“The October 14, 2011 Lease”)		10-K		000-19807		10.19	12/16/2011
10.2(i)†	Notification of Change of Ownership of Leased Premises under The October 14, 2011 Lease—Effective May 9, 2012		10-K		000-19807		10.10(i)	12/20/2012
10.2(ii)	First Amendment to The October 14, 2011 Lease		10-Q		000-19807		10.10(ii)	3/4/2013
10.2(iii)	Second Amendment to The October 14, 2011 Lease		10-Q		000-19807		10.10(iii)	5/22/2015
10.3*	2006 Employee Equity Incentive Plan, as amended		8-K		000-19807		10.4	4/12/2021
10.4*	Form of Restricted Stock Unit Grant Notice and Award Agreement under 2006 Employee Equity Incentive Plan		8-K		000-19807		10.5	4/6/2018
10.5*	Form of Notice of Grant of Stock Options and Option Agreement under 2006 Employee Equity Incentive Plan		8-K		000-19807		10.6	4/6/2018
10.6*	Employee Stock Purchase Plan, as amended		8-K		000-19807		10.7	4/15/2020
10.7*	2017 Non-Employee Directors Equity Incentive Plan		8-K		000-19807		10.8	4/10/2017
10.8*	Form of Restricted Stock Grant Notice and Award Agreement under 2017 Non-Employee Directors Equity Incentive Plan		10-K		000-19807		10.9	12/14/2017
10.9*	Form of Stock Options Grant Notice and Option Agreement under 2017 Non-Employee Directors Equity Incentive Plan		10-K		000-19807		10.10	12/14/2017
10.10*	Deferred Compensation Plan as restated effective August 1, 2002		10-Q		000-19807		10.5	6/10/2004
10.11*	Synopsys Amended and Restated Deferred Compensation Plan II		10-Q		000-19807		10.23	3/9/2009
10.12	Form of Indemnification Agreement for directors and executive officers		8-K		000-19807		99.2	7/14/2011
10.13*	Director’s and Officer’s Insurance and Company Reimbursement Policy		S-1		33-45138		10.2	2/24/1992 (effective date)
10.14*	Amended and Restated Employment Agreement, dated December 15, 2016 between Synopsys, Inc. and Dr. Aart de Geus		8-K		000-19807		10.16	12/21/2016

Table of Contents


Exhibit Number	Exhibit Description		Incorporated By Reference						Filed or Furnished Herewith
Form		File No.		Exhibit		Filing Date
10.15*	Amended and Restated Employment Agreement, dated December 15, 2016 between Synopsys, Inc. and Dr. Chi-Foon Chan		8-K		000-19807		10.17	12/21/2016
10.16*	Executive Incentive Plan, as amended		8-K		000-19807		10.1	12/6/2021
10.17*	Amended and Restated Executive Change of Control Severance Benefit Plan		8-K		000-19807		10.19	12/21/2016
10.18*	Compensation Recovery Policy		10-K		000-19807		10.46	12/22/2008
10.19*	Executive Severance Benefit and Transition Plan		8-K		000-19807		10.1	2/9/2021
10.20*	Relocation Assistance Agreement, dated April 30, 2021, by and between Synopsys, Inc. and Sassine Ghazi		10-Q		000-19807		10.2	5/21/2021
21.1	Subsidiaries of Synopsys, Inc.								X
23.1	Consent of KPMG LLP, Independent Registered Public Accounting Firm								X
24.1	Power of Attorney (see signature page to this Annual Report on Form 10-K)								X
31.1	Certification of Co-Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act								X
31.2	Certification of Co-Chief Executive Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act								X
31.3	Certification of Chief Financial Officer pursuant to Rule 13a-14(a) or Rule 15d-14(a) of the Exchange Act								X
32.1	Certification of Co-Chief Executive Officers and Chief Financial Officer furnished pursuant to Rule 13a-14(b) or Rule 15d-14(b) of the Exchange Act and Section 1350 of Chapter 63 of Title 18 of the United States Code								X
101.INS	Inline XBRL Instance Document								X
101.SCH	Inline XBRL Taxonomy Extension Schema Document								X

Table of Contents


Exhibit Number	Exhibit Description		Incorporated By Reference			Filed or Furnished Herewith
Form		File No.		Exhibit	Filing Date
101.CAL	Inline XBRL Taxonomy Extension Calculation Linkbase Document					X
101.DEF	Inline XBRL Taxonomy Extension Definition Linkbase Document					X
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document					X
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document					X
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

Indicates a management contract, compensatory plan or arrangement.

† We have requested confidential treatment for certain portions of this document pursuant to an application for confidential treatment sent to the SEC. We omitted such portions from this filing and filed them separately with the SEC.

Table of Contents

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


		SYNOPSYS, INC.

Date: December 13, 2021	By:	/s/ Trac Pham
		Trac Pham Chief Financial Officer (Principal Financial Officer)

Table of Contents

POWER OF ATTORNEY

KNOW ALL PERSONS BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Aart J. de Geus, Chi-Foon Chan and Trac Pham, and each of them, as his true and lawful attorneys-in-fact and agents, with full power of substitution and reconstitution, for him and in his name, place and stead, in any and all capacities, to sign any and all amendments to this Annual Report on Form 10-K, and to file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, and each of them, full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection therewith, as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents, or any of them, or their or his substitute or substitutes, may lawfully do or cause to be done by virtue hereof.

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:


Name	Title	Date

/S/ AART J. DE GEUS	Co-Chief Executive Officer (Co-Principal Executive Officer) and Chairman of the Board of Directors	December 13, 2021
Aart J. de Geus

/S/ CHI-FOON CHAN	Co-Chief Executive Officer (Co-Principal Executive Officer) and Director	December 13, 2021
Chi-Foon Chan

/S/ TRAC PHAM	Chief Financial Officer (Principal Financial Officer)	December 13, 2021
Trac Pham

/S/ SUDHINDRA KANKANWADI	Chief Accounting Officer (Principal Accounting Officer)	December 13, 2021
Sudhindra Kankanwadi

/S/ JANICE D. CHAFFIN	Director	December 13, 2021
Janice D. Chaffin

/S/ BRUCE R. CHIZEN	Director	December 13, 2021
Bruce R. Chizen

/S/ MERCEDES JOHNSON	Director	December 13, 2021
Mercedes Johnson

/S/ CHRYSOSTOMOS L. NIKIAS	Director	December 13, 2021
Chrysostomos L. Nikias

/s/ JEANNINE SARGENT	Director	December 13, 2021
Jeannine Sargent

/S/ JOHN G. SCHWARZ	Director	December 13, 2021
John G. Schwarz

/S/ ROY VALLEE	Director	December 13, 2021
Roy Vallee

Previous: Item 14. Principal Accountant Fees and Services