8-KLeadership ChangesShareholder MattersExhibits & Filings

SYNOPSYS INC 8-K Report, Executive Changes (Mar 25, 2011)

Filed March 25, 2011For Securities:SNPS

Summary

This 8-K filing from Synopsys Inc. (SNPS) reports on the outcomes of its Annual Meeting of Stockholders held on March 24, 2011. The most significant event for investors is the stockholder approval of an amendment to the 2006 Employee Equity Incentive Plan. This amendment increases the number of shares reserved for future issuance by 7,000,000, which is a key factor for future equity-based compensation and potential dilution. The filing also details the results of other proposals voted upon, including the election of eight directors, an advisory vote on executive compensation, a recommendation for the frequency of future advisory compensation votes, and the ratification of KPMG LLP as the independent registered public accounting firm. All proposals, including the equity plan amendment and director elections, received substantial support from stockholders.

Key Highlights

  • 1Stockholders approved an amendment to the 2006 Employee Equity Incentive Plan, increasing the share reserve by 7,000,000 shares.
  • 2Eight directors were elected to the Board of Directors for a one-year term.
  • 3An advisory vote to approve the compensation of named executive officers passed with a significant majority.
  • 4Stockholders expressed a preference for an annual advisory vote on executive compensation.
  • 5KPMG LLP was ratified as Synopsys' independent registered public accounting firm for the fiscal year ending October 31, 2011.
  • 6The Annual Meeting achieved a quorum with 137,630,744 shares represented.

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