Item 5.02 Departure of Directors or Certain Officers; Election of Directors;

Appointment of Certain Officers; Compensatory Arrangements of Certain

Officers.

On April 30, 2021, the Compensation and Organizational Development Committee of the Board of Directors of Synopsys, Inc. (the "Company") approved a $2.775 million relocation assistance payment to Sassine Ghazi, the Company's Chief Operating Officer, pursuant to a Relocation Assistance Agreement (the "Relocation Agreement") to incentivize him to relocate to the San Francisco Bay Area, where the Company is headquartered. Such payment is subject to repayment by Mr. Ghazi if (i) the Company terminates his employment for cause or he resigns other than for good reason prior to December 31, 2023, pro-rated based on Mr. Ghazi's termination date, or (ii) he fails to relocate by October 31, 2021.

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