Added10-Q 2026-08-26 vs 10-K 2025-12-22
• Product competition in the semiconductor, electronics or S&A-targeted industries;
Risk factors in the latest filings
13 new paragraphs in the 10-K, 16 new in the latest 10-Q
New in the 10-K
Paragraphs with nothing like them in last year's 10-K
13 paragraphs in Risk Factors of the 10-K filed Dec 22, 2025 with nothing like them in the 10-K filed Dec 19, 2024. Quoted exactly. Paragraphs that were only edited are under 10-K change.
Compared with the Risk Factors in the latest 10-K of the other 74 Technology companies: a paragraph with at least half its words the same at another company is called similar, and the companies are listed under it. A paragraph most of them have is marked boilerplate. No line means no other company has one like it. This counts text; it does not say how serious a risk is.
decrease and our business, operating results and financial condition could be adversely affected. For example, while we have seen continued strength in the artificial intelligence and high-performance computing sectors, certain industries such as industrial, automotive and consumer electronics have recovered more slowly from recent macroeconomic uncertainty, which have affected our business and operating results.
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things, investigations, fines, enforcement actions, disgorgement of profits, damages, civil or criminal penalties or injunctions, and result in our inability to conduct business in one or more countries. Furthermore, any violation individually or in the aggregate could have a material adverse effect on our operations and financial condition.
Our Ansys business distributes its products through a global network of independent channel partners. Difficulties in ongoing relationships with channel partners, such as failure to meet performance criteria, differences in handling customer relationships or the loss of a major channel partner, could adversely affect the performance of our Ansys business. Channel partners may also result in additional compliance burdens for us and any failure by them to comply with various U.S. and foreign laws could subject us to, among other things, investigations, fines, enforcement actions, civil or criminal penalties or injunctions.
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•Our ability to implement effective cost control measures and business transformation initiatives, including those related to our workforce;
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•Failure of acquired products to achieve projected sales or problems in integrating the acquired products with our products or in creating new joint solutions;
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•Failure to realize expected synergies or cost savings, including within the anticipated time frames;
Similar paragraph at 1 of 74 other Technology companies: INTURead in the 10-K ↗
Show the other 4
•Potential impacts on our supply chain, including the factors creating an uncertain macroeconomic environment as discussed above.
If we do not manage these risks related to our hardware products for any reason, our business and operating results would be harmed.
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We have incurred a substantial amount of debt in connection with the Ansys Merger, including the Senior Notes and the $4.3 billion term loan. Accordingly, as of October 31, 2025, we had approximately $13.5 billion of total debt.
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We or our directors or officers are subject to litigation proceedings, which are expensive, could divert management attention and harm our business.
Similar paragraph at 1 of 74 other Technology companies: ADBERead in the 10-K ↗
For example, we are currently named as a defendant in recently filed securities class action complaints. The stock market in general, and Nasdaq and technological companies in particular, have experienced extreme price and volume fluctuations that have often been unrelated or disproportionate to the operating performance of companies. The market price of our common stock is or may be volatile. In the past, companies that have experienced volatility in the market price of their stock have been subject to securities class action litigation.
In addition, certain of our directors and officers may be involved in ongoing securities or other lawsuits, including in the context of their roles with other public companies, and our directors or officers may in the future become
involved in such litigation. Securities litigation, including the cost to defend against, and any potential adverse outcome resulting from any such proceeding, can be expensive, time-consuming, damage our reputation and divert our management’s and board of directors’ attention from other business concerns, which could seriously harm our business. As noted above, on October 31, 2025 and November 25, 2025, respectively, two shareholder class action complaints were filed in the United States District Court for the Northern District of California against Synopsys and certain of our current directors and officers. Both complaints allege that certain material misstatements or omissions related to the performance of our Design IP segment were made in violation of federal securities laws. There is no guarantee that we will be successful in our efforts to defend against these complaints. Further information regarding certain of these matters is contained in Part II, Item 1, Legal Proceedings of this Annual Report.
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New in the latest 10-Q
Paragraphs in the 10-Q filed Aug 26, 2026 that were not in the one before
16 paragraphs in the 10-Q filed Aug 26, 2026 with nothing like them in the 10-Q filed May 27, 2026 (at least half the words must differ; new numbers alone do not count). Quoted exactly, grouped by the item heading above them. This is text that changed, not a judgement of how serious it is.
Financial statements and notes
(in thousands) ────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── Cash for outstanding Ansys Common Stock(1) $ 17,613,185 Fair value of Synopsys Common Stock issued for outstanding Ansys Common Stock(2) 17,105,538 Fair value of assumed Ansys equity awards attributable to pre-combination services(3) 130,963 Settlement of pre-existing relationships 8,794 Total purchase consideration 34,858,480 Less: cash acquired (931,740) Total purchase consideration, net of cash acquired $ 33,926,740 Allocations Total current assets $ 902,619 Property and equipment 106,227 Goodwill 23,460,868 Intangible assets 12,990,000 Other long-term assets 263,919 Deferred revenue (637,076) Other current liabilities (339,997) Long-term deferred revenue (34,070) Long-term deferred tax liabilities (2,618,474) Other long-term liabilities (167,276) $ 33,926,740
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(1) Represents the total cash paid to settle 88.1 million outstanding shares of Ansys Common Stock as of the Acquisition Date at $ 199.91 per share and for the settlement of fractional shares.
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(2) Represents the fair value of 30.0 million shares of Synopsys Common Stock issued to settle 88.1 million outstanding shares of Ansys Common Stock. Synopsys issued 0.3399 of a share of Synopsys Common Stock for each Ansys share. The fair value of Synopsys Common Stock was $ 571.20 per share as of the Acquisition Date.
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Goodwill was primarily attributed to the assembled workforce and anticipated synergies and economies of scale expected from the integration of the Ansys business. The synergies include certain cost savings, operating efficiencies and other strategic benefits projected to be achieved as a result of the Ansys Merger. The goodwill was assigned to the Design Automation reporting unit and the amount recognized was not deductible for tax purposes. See Note 6. Goodwill and Intangible Assets of the Notes to Condensed Consolidated Financial Statements in this Quarterly Report and Note 6. Goodwill and Intangible Assets of the Notes to the Consolidated Financial Statements in our Annual Report for more information.
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The fair value and weighted average useful life of the Ansys intangible assets were as follows:
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Fair value Useful Lives (in thousands) (in years) Core/developed technology(1) $ 6,500,000 6 - 9 Customer relationships(2) 5,100,000 9 Contract rights intangible(3) 440,000 2 Trademarks and trade names(4) 950,000 23 Total identified intangible assets $ 12,990,000
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(1) Core/developed technology was identified from the products of Ansys and its fair value was determined using the relief-from-royalty method under the income approach. The relief-from-royalty method applies a royalty rate to projected income to quantify the benefit of owning the intangible asset rather than paying a royalty for use of the asset. The discount rate was determined at the time of measurement based on an analysis of the implied internal rate of return of the transaction, weighted-average cost of capital, and weighted-average return on assets. The economic useful life was determined based on the technology cycle related to each developed technology, as well as the cash-flows over the forecast period.
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(2) Customer relationships represent the fair value of future projected revenue that will be derived from sales of products to existing Ansys customers. The fair value was determined using the multi-period excess earnings method under the income approach, which involves isolating the net earnings attributable to the asset being measured based on present value of the incremental after-tax cash flows (excess earnings) attributable solely to the intangible asset over its remaining useful life. The economic useful life was determined based on historical customer turnover rates and the useful life of developed technology.
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(3) Contract rights intangible, which represents contracted but unsatisfied or partially unsatisfied performance obligations, primarily relates to the dollar value of purchase arrangements with customers. The fair value was determined using the multi-period excess earnings method under the income approach. The economic useful life is based on the time to fulfill the outstanding order backlog obligation.
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(4) Trademarks and trade names refers to Ansys brand assets. The fair value was determined by applying the relief-from-royalty method under the income approach. This method is based on the application of a royalty rate to forecasted revenue attributable to Ansys brand assets. The economic useful life was determined based on the expected usage period of the brand assets and the anticipated cash flows over the forecast period.
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The operating results of Ansys have been included in our consolidated financial statements since the Acquisition Date.
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Total cash consideration from the Processor IP divestiture is $443.3 million. We derecognized $17.9 million of net assets including goodwill of $38.0 million, and recognized a pre-tax gain on sale of $425.4 million, which was included in other income (expense), net in the consolidated statements of income. In addition, we incurred $44.9 million divestiture-related expenses, resulting in a net pre-tax gain on sale of $380.5 million.
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Amortized Cost Fair Value (in thousands) 1 year or less $1,383 $1,383 Total $1,383 $1,383
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Our effective tax rate increased in the nine months ended July 31, 2026, as compared to the same period in fiscal 2025, primarily due to the release of a full valuation allowance against California research credits during the third
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On June 29, 2026, California enacted SB-122, which, among other provisions, extends limitations on the utilization of certain business tax credits and expands the application of California sales and use tax to certain digital products and software transactions beginning January 1, 2027. We are evaluating the impact of this legislation but we do not expect a material impact on our fiscal 2026 consolidated financial statements.
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We completed the acquisition of Ansys on July 17, 2025. Accordingly, period-to-period comparisons discussed below are affected by the inclusion of Ansys' results for partial periods in fiscal 2025 versus full periods in fiscal 2026.
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10-Q against the 10-K
The 10-Q's risk factors against the 10-K
Item 1A of the 10-Q filed Aug 26, 2026 against Item 1A of the 10-K filed Dec 22, 2025.
A 10-Q repeats only the risks that changed, so a 10-K paragraph that is missing from it is not counted as removed.
Added is a paragraph with nothing like it in the 10-K, Reworded a sentence that is in both with several words changed,
Quiet changes a sentence in both where one to four words changed and one is a hedge or a modal
(cut words struck through, new words highlighted and underlined).
Text on the page, not a score; each links to the filing at sec.gov.
Added10-Q 2026-08-26 vs 10-K 2025-12-22
increase costs, or result in loss of customer confidence and damage to our reputation, any of which could adversely affect our business and our ability to sell our products and services.
Added10-Q 2026-08-26 vs 10-K 2025-12-22
• increase the cost of, and adversely affect our ability to refinance, our existing debt; and
Added10-Q 2026-08-26 vs 10-K 2025-12-22
stakeholders, regulators or authorities for the scope or nature of such initiatives or goals, or for any revisions to these goals. If our data, processes and reporting are incomplete or inaccurate, or if we fail to achieve progress with respect to these goals on a timely basis, or at all, our business, financial performance and growth could be adversely affected.
Added10-Q 2026-08-26 vs 10-K 2025-12-22
involved in such litigation. Securities litigation, including the cost to defend against, and any potential adverse
Show the other 19
Added10-Q 2026-08-26 vs 10-K 2025-12-22
outcome resulting from any such proceeding, can be expensive, time-consuming, damage our reputation and divert
Added10-Q 2026-08-26 vs 10-K 2025-12-22
our management’s and directors' attention from other business concerns, which could seriously harm our
Added10-Q 2026-08-26 vs 10-K 2025-12-22
In March 2026, we entered into an accelerated stock repurchase agreement (the March 2026 ASR) to repurchase an aggregate of $250.0 million of our common stock. Pursuant to the March 2026 ASR, we made a prepayment of $250.0 million to receive initial deliveries of shares valued at $212.5 million. The remaining balance of $37.5 million was settled on June 1, 2026, resulting in the delivery of an additional 51,437 shares. We repurchased approximately 564.7 thousand shares under the March 2026 ASR, at an average purchase price of $442.69 per share.
Added10-Q 2026-08-26 vs 10-K 2025-12-22
The table below sets forth information regarding our repurchases of our common stock during the three months ended July 31, 2026:
Added10-Q 2026-08-26 vs 10-K 2025-12-22
(2) In fiscal 2022, the Board approved and publicly announced a stock repurchase program (the Program) with authorization to purchase up to $1.5 billion of our common stock. In February 2026, the Board approved a replenishment of the Program with authorization to purchase up to $2.0 billion of our common stock. As of July 31, 2026, $1.7 billion remained available for future repurchases under the Program.
Added10-Q 2026-08-26 vs 10-K 2025-12-22
See Note 14. Stock Repurchase Program of the Notes to Condensed Consolidated Financial Statements in this Quarterly Report for more information on the Program.
Reworded10-Q 2026-08-26 vs 10-K 2025-12-22
As noted above, on October 31, 2025 and November 25, in 2025, respectively, two shareholder class action complaints were filed in the United States District Court for the Northern District of California against Synopsys and certain of our current directors and officers and in 2025 and 2026, shareholder derivative actions were filed against certain of our current directors and officers.
Reworded10-Q 2026-08-26 vs 10-K 2025-12-22
However, any breach or compromise could adversely impact our business and operations, expose us or our customers to litigation, investigations, loss of data, increase costs, or result in loss of customer confidence and damage to our reputation, any of which could adversely affect our business and our ability to sell our products and services.
Reworded10-Q 2026-08-26 vs 10-K 2025-12-22
If we fail to develop and timely offer products with AI features, if such products fail to meet our customers’ demands, if these products fail to operate as expected, or if our competitors incorporate AI into their products more quickly or more successfully than we do, we may experience brand or reputational harm and lose our competitive position, our products may become obsolete, and our business, operating results or financial condition could be adversely affected.
Reworded10-Q 2026-08-26 vs 10-K 2025-12-22
In addition, certain of our directors and officers may be involved in ongoing securities or other lawsuits, including in the context of their roles with other public companies, and our directors or officers may in the future become
Reworded10-Q 2026-08-26 vs 10-K 2025-12-22
For example, as previously disclosed, we are currently and our directors and officers have been named as a defendant defendants in recently filed securities class action complaints.
Reworded10-Q 2026-08-26 vs 10-K 2025-12-22
We have also divested and may in the future divest certain product lines or technologies that no longer fit our long-term strategies. strategies, including, for example, the divestiture of our Processor IP business in June 2026.
Reworded10-Q 2026-08-26 vs 10-K 2025-12-22
The current macroeconomic environment demonstrates reflects the effects of, among other things, changes in U.S. and global trade policy, including the tariffs enacted beginning in 2025 by the U.S. and other governments, governments and subsequent tariff and trade policy revisions, sustained global inflationary pressures and elevated interest rates, potential economic slowdowns or recessions, supply chain disruptions, geopolitical pressures and instability, and fluctuations in foreign exchange rates.
Reworded10-Q 2026-08-26 vs 10-K 2025-12-22
If growth in the semiconductor and electronics industries or certain sectors within these industries slows or stalls, including, among other things, due to the factors creating an uncertain macroeconomic environment as discussed above, then demand for our products and services could
Reworded10-Q 2026-08-26 vs 10-K 2025-12-22
Many of our employees continue to work remotely based on a hybrid work model, remotely, which magnifies the importance of maintaining the integrity of our remote access security measures.
Reworded10-Q 2026-08-26 vs 10-K 2025-12-22
From time to time, we may need to commence litigation or other legal proceedings in order to assert claims of infringement of our intellectual property, defend our products from piracy, protect our trade secrets or know-how, or determine the enforceability, scope and validity of the propriety rights of others.
Reworded10-Q 2026-08-26 vs 10-K 2025-12-22
A catastrophic event or other extreme weather event that results in the destruction or disruption of our data centers or of third-party data centers that we rely on, or of our critical business or IT systems systems, would severely affect our ability to conduct normal business operations and, as a result, our operating results would be adversely affected.
Reworded10-Q 2026-08-26 vs 10-K 2025-12-22
For example, while we have seen continued strength in the artificial intelligence and high-performance computing sectors, certain industries such as industrial, automotive and consumer electronics have recovered experienced more slowly from recent macroeconomic uncertainty, modest growth, which have has affected our business and operating results.
Quiet changes10-Q 2026-08-26 vs 10-K 2025-12-22
Furthermore, due to geopolitical incidents, including regional military conflicts, state-supported and geopolitical-related cybersecurity incidents against companies such as ours may increase. have increased.
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