-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, N1n7DNjpCeu9BYmFcNHT17Pvmc1xTkhhubVQguRwrjcFjRGF0XWFiLtTvhsicA87 ekuzipwAsaKYfcD/0ZIWdw== 0001104659-08-026924.txt : 20080425 0001104659-08-026924.hdr.sgml : 20080425 20080425161235 ACCESSION NUMBER: 0001104659-08-026924 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080421 ITEM INFORMATION: Departure of Directors or Principal Officers; Election of Directors; Appointment of Principal Officers ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080425 DATE AS OF CHANGE: 20080425 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SYNOPSYS INC CENTRAL INDEX KEY: 0000883241 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 561546236 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-19807 FILM NUMBER: 08777844 BUSINESS ADDRESS: STREET 1: 700 E MIDDLEFIELD RD CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043-4033 BUSINESS PHONE: 6509625000 MAIL ADDRESS: STREET 1: 700 E MIDDLEFIELD RD CITY: MOUNTAIN VIEW STATE: CA ZIP: 94043-4033 8-K 1 a08-12303_18k.htm 8-K

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 

FORM 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of

The Securities Exchange Act of 1934

 

April 21, 2008

Date of Report (date of earliest event reported)

 

Synopsys, Inc.

(Exact name of registrant as specified in charter)

 

Delaware

 

000-19807

 

56-1546236

(State or other jurisdiction
of incorporation)

 

(Commission File Number)

 

(I.R.S. Employer
Identification No.)

 

700 East Middlefield Road

Mountain View, California 94043

(Address of principal executive offices) (Zip code)

 

(650) 584-5000

(Registrant’s telephone number, including area code)

 

N/A

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

 

 

o

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

 

 

o

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

 

 

o

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 

 

 


 

Item 5.02

 

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

 

Amendment of Employee Stock Purchase Plan

 

On April 21, 2008, at the 2008 Annual Meeting of Stockholders of Synopsys, Inc., our stockholders approved an amendment to our Employee Stock Purchase Plan, or the ESPP, including the international component we refer to as the International Employee Stock Purchase Plan.  We refer to the International Employee Stock Purchase Plan together with the ESPP as the Purchase Plans.  The amendment increased the number of shares of common stock authorized for issuance under the Purchase Plans by an additional 4,000,000 shares.  In February 2008, our Board of Directors approved the amendment to the Purchase Plans.

 

A summary of the material terms of the Purchase Plans is set forth in our definitive proxy statement for the 2008 Annual Meeting of Stockholders filed with the Securities and Exchange Commission on March 4, 2008.  The summary in the definitive proxy statement and the description of the amendment of the Purchase Plans contained herein are qualified in their entirety by reference to the full text of the Purchase Plans which are filed as appendices to the definitive proxy statement.

 

2


 

Item 9.01               Financial Statements and Exhibits.

 

(d)

 

Exhibit Number

 

Description

 

 

 

10.22

 

Employee Stock Purchase Plan, as amended (1)

 

 

 

10.23

 

International Employee Stock Purchase Plan, as amended (2)

 

(1)                                  Incorporated by reference from Appendix B to Synopsys, Inc.’s definitive proxy statement for the 2008 Annual Meeting of Stockholders filed with the Securities and Exchange Commission on March 4, 2008.

 

(2)                                  Incorporated by reference from Appendix C to Synopsys, Inc.’s definitive proxy statement for the 2008 Annual Meeting of Stockholders filed with the Securities and Exchange Commission on March 4, 2008.

 

3


 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, hereunto duly authorized.

 

 

SYNOPSYS, INC.

 

 

 

 

Dated: April 25, 2008

By:

/s/ BRIAN E. CABRERA

 

 

Brian E. Cabrera

 

 

Vice President, General Counsel and

 

 

Corporate Secretary

 

4


 

INDEX TO EXHIBITS

 

Exhibit Number

 

Description

 

 

 

10.22

 

Employee Stock Purchase Plan, as amended (1)

 

 

 

10.23

 

International Employee Stock Purchase Plan, as amended (2)

 

(1)                                  Incorporated by reference from Appendix B to Synopsys, Inc.’s definitive proxy statement for the 2008 Annual Meeting of Stockholders filed with the Securities and Exchange Commission on March 4, 2008.

 

(2)                                  Incorporated by reference from Appendix C to Synopsys, Inc.’s definitive proxy statement for the 2008 Annual Meeting of Stockholders filed with the Securities and Exchange Commission on March 4, 2008.

 

5

 -----END PRIVACY-ENHANCED MESSAGE-----