SNPS

EX-99.1

2 d126227dex991.htm

EX-99.1

EX-99.1

Exhibit 99.1

PRESS RELEASE

INVESTOR CONTACT:

Tushar Jain

Synopsys, Inc.

650-584-4289

Synopsys-ir@synopsys.com

EDITORIAL CONTACT:

Cara Walker

Synopsys, Inc.

650-584-5000

corp-pr@synopsys.com

Synopsys Posts Financial Results for Second Quarter Fiscal Year 2026

Announces Plan for September 2026 Investor Day

Results Summary

•

Quarterly revenue of $2.276 billion, above prior guidance; quarterly GAAP earnings per diluted share (EPS) of $0.09, and non-GAAP EPS of $3.35

•

Raising expectations for full-year total revenue to $9.665 billion at the midpoint, driven by strong

performance across the business and an EPS-neutral Ansys channel-related accounting impact, partly offset by the impending close of the Processor IP Solutions business

•

Raising full-year non-GAAP EPS guidance to $14.76 at the midpoint on

expanded operating margin driven by strong cost discipline and accelerating synergies

SUNNYVALE, Calif. – May 27, 2026 – Synopsys, Inc. (Nasdaq: SNPS) today reported results for its second quarter of fiscal year 2026. Revenue for the second quarter of fiscal year 2026 was $2.276 billion, compared to $1.604 billion for the second quarter of fiscal year 2025.

“Synopsys delivered a strong second quarter with solid execution and strength across the business,” said Sassine Ghazi, Synopsys president and CEO. “AI is scaling semiconductor demand, architectural diversity and complexity of chips and the systems they power—driving demand across our portfolio. Our momentum, leadership roadmap, and deep customer engagements are a strong foundation for sustained growth and margin expansion as we solve our customers’ toughest engineering challenges.”

1

“Second quarter revenue and non-GAAP EPS exceeded guidance. Our continued focus on execution and financial discipline sets us up for a strong second half,” said Shelagh Glaser, CFO of Synopsys. “We are raising our targets for revenue, operating margin, EPS, and free cash flow for the year, as we drive greater efficiency across the business.”

The company plans to host an Investor Day on Sept. 30, during which management will provide additional detail regarding the company’s long-term financial targets and strategy to capitalize on its sizable opportunity as the leader in engineering solutions from silicon to systems.

GAAP Results

On a U.S. generally accepted accounting principles (GAAP) basis, net income for the second quarter of fiscal year 2026 was $17.1 million, or $0.09 per diluted share, compared to $349.2 million, or $2.24 per diluted share, for the second quarter of fiscal year 2025.

Non-GAAP Results

On a non-GAAP basis, net income for the second quarter of fiscal year 2026 was $643.7 million, or $3.35 per

diluted share, compared to non-GAAP net income of $572.7 million, or $3.67 per diluted share, for the second quarter of fiscal year 2025.

For a reconciliation of net income, earnings per diluted share and other measures on a GAAP and non-GAAP basis, see “GAAP to Non-GAAP Reconciliation” in the accompanying tables below.

Business Segments

Synopsys reports revenue and operating income in two segments: (1) Design Automation, which includes our advanced silicon design, verification products and services, Ansys products, system integration products and services, digital, custom and field programmable gate array IC design software, verification software and hardware products, manufacturing software products and other; and (2) Design IP, which includes our logic libraries, embedded memories, wired interface IP, memory interface IP, security IP, and embedded processors.

Financial Targets

Synopsys also provided its consolidated financial targets for the third quarter and full fiscal year 2026. These targets assume no further changes to export control restrictions or the current U.S. government “Entity List” restrictions. These targets constitute forward-looking statements and are based on current expectations. For a discussion of factors that could cause actual results to differ materially from these targets, see “Forward-Looking Statements” below.

2

Third Quarter and Full Fiscal Year 2026 Financial Targets

(in millions, except per share amounts)

Range for Three Months Ending July 31, 2026

Range for Fiscal Year Ending October 31, 2026

Low

High

Low

High

Revenue (1)

$ 2,410

$ 2,460

$ 9,625

$ 9,705

GAAP Expenses

$ 2,075

$ 2,125

$ 8,469

$ 8,599

Non-GAAP Expenses

$ 1,440

$ 1,470

$ 5,675

$ 5,725

Non-GAAP Interest and Other Income (Expense), net

$ (121 )

$ (117 )

$ (495 )

$ (485 )

Non-GAAP Tax Rate

18 %

18 %

18 %

18 %

Outstanding Shares (fully diluted)

192

194

192

194

GAAP EPS

$ 0.84

$ 0.98

$ 2.49

$ 2.91

Non-GAAP EPS

$ 3.63

$ 3.69

$ 14.72

$ 14.80

Operating Cash Flow

~$2,300

Free Cash Flow (2)

~$2,000

Capital Expenditures

~$300

(1)

Fiscal year 2026 revenue includes $2.96 billion of expected Ansys revenue (including $60 million related to an accounting imp

8-K

SYNOPSYS INC false 0000883241 0000883241 2026-02-25 2026-02-25

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 Date of Report (date of earliest event reported): February 25, 2026

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.)

675 Almanor Ave Sunnyvale, California 94085 (Address of principal executive offices) (Zip code) Registrant’s telephone number, including area code: (650) 584-5000 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:

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

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

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

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock (par value of $0.01 per share)

SNPS

Nasdaq Global Select Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On February 25, 2026, Synopsys, Inc. (“Synopsys”, “we”, “our”, or “us”) issued a press release announcing the financial results of its first fiscal quarter ended January 31, 2026. A copy of the press release is furnished and attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information in this Current Report on Form 8-K, including Exhibit 99.1 attached hereto and incorporated by reference herein, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any registration statement or other document filed with the Securities and Exchange Commission by Synopsys whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.

Item 8.01 Other Events.

On February 25, 2026, Synopsys also announced that its board of directors (the “Board”) replenished Synopsys’ existing stock repurchase program with authorization to purchase up to $2 billion of Synopsys common stock. The program authorizes, but does not obligate, Synopsys to purchase up to $2 billion of its common stock, and Synopsys’ chief executive officer, chief financial officer or Board may suspend or terminate the program at any time at their sole discretion.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number

Exhibit Title

99.1

Press release dated February 25, 2026 containing Synopsys, Inc.’s results of operations for its first fiscal quarter ended January 31, 2026.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

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: February 25, 2026

By:

/S/ JANET LEE

Janet Lee

General Counsel and Corporate Secretary

8-K

SYNOPSYS INC false 0000883241 0000883241 2025-12-10 2025-12-10

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 Date of Report (date of earliest event reported): December 10, 2025

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.)

675 Almanor Ave. Sunnyvale, California 94085 (Address of principal executive offices) (Zip code) Registrant’s telephone number, including area code: (650) 584-5000 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:

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

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

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

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock (par value of $0.01 per share)

SNPS

Nasdaq Global Select Market Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On December 10, 2025, Synopsys, Inc. (“Synopsys”, “we”, “our”, or “us”) issued a press release announcing the financial results of its fourth fiscal quarter and fiscal year ended October 31, 2025. A copy of the press release is furnished and attached hereto as Exhibit 99.1 and is incorporated herein by reference. The information in this Current Report on Form 8-K, including Exhibit 99.1 attached hereto and incorporated by reference herein, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained herein and in the accompanying exhibit shall not be incorporated by reference into any registration statement or other document filed with the Securities and Exchange Commission by Synopsys whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit Number

Exhibit Title

99.1

Press release dated December 10, 2025 containing Synopsys, Inc.’s results of operations for its fourth fiscal quarter and fiscal year ended October 31, 2025.

104

Cover Page Interactive Data File (embedded within the Inline XBRL document).

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: December 10, 2025

By:

/s/ Janet Lee

Janet Lee

General Counsel and Corporate Secretary