**ANSYS (NASDAQ:ANSS) Announces Accelerated Vesting of Equity Awards for Certain Executives**

ANSYS Inc. (NASDAQ:ANSS) filed a Form 8-K with the Securities and Exchange Commission on December 27, 2024, disclosing the approval of accelerated vesting and settlement of certain equity awards for key executives. This decision arose in the context of the Agreement and Plan of Merger entered into by ANSYS, Inc., Synopsys, Inc., and ALTA Acquisition Corp., where the latter entities will merge, with ANSYS surviving as a subsidiary of Synopsys, Inc.

In particular, certain executives, including named executive officers Rachel Pyles and Walter Hearn, are slated to receive accelerated vesting of equity awards. These equity awards, termed Accelerated RSUs, consist of outstanding time-based restricted stock units set to vest between 2025 and 2027. To address potential tax implications under Section 280G and Section 4999 of the Internal Revenue Code, ANSYS’ Compensation Committee approved the acceleration of these payments into December 2024.

The streamlined vesting process is accompanied by the requirement for each executive to sign a 280G Mitigation Acknowledgement. This step aims to secure corporate income tax deductions for ANSYS, while also minimizing potential excise tax liabilities for the executives involved. The vesting plan includes 11,186 shares of Accelerated RSUs for Rachel Pyles and 19,539 shares for Walter Hearn.

The terms of the 280G Acknowledgement outline how the after-tax portion of these Accelerated RSUs will be handled, including the involvement of an escrow agent and release conditions based on the original vesting schedule. The agreement also delineates scenarios in which the payments would be released to executives or forfeited back to the company based on employment circumstances.

Further details regarding the 280G Mitigation Acknowledgement are set forth in the Form of Section 280G Mitigation Acknowledgement, available as part of the filed exhibits. ANSYS Inc.’s President and Chief Executive Officer, Ajei S. Gopal, signed the document on December 27, 2024, in compliance with SEC regulations.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read ANSYS’s 8K filing here.

ANSYS Company Profile

ANSYS, Inc develops and markets engineering simulation software and services for engineers, designers, researchers, and students in the United States, Japan, Germany, China, Hong Kong, South Korea, rest of Europe, the Middle East, Africa, and internationally. It offers structural analysis product suite that provides simulation tools for product design and optimization; the Ansys Mechanical product, an element analysis software; LS-DYNA solver for multiphysics simulation; and power analysis and optimization software suite.