| FORM 4 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol ANSYS INC [ ANSS ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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| 3. Date of Earliest Transaction (Month/Day/Year) 02/16/2022 | ||||||||||||||||||||||||||
| 4. If Amendment, Date of Original Filed (Month/Day/Year) | 6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 02/16/2022 | A | 4,608(1) | A | $0 | 133,844 | D | |||
| Common Stock | 02/16/2022 | A | 3,458(2) | A | $0 | 137,302 | D | |||
| Common Stock | 02/16/2022 | F | 6,093(3) | D | $323.6 | 131,209 | D | |||
| Common Stock | 02/16/2022 | A | 2,920(4) | A | $0 | 134,129 | D | |||
| Common Stock | 02/16/2022 | A | 1,886(5) | A | $0 | 136,057(6) | D | |||
| Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| 1. Shares earned upon vesting and settlement of Performance Restricted Stock Units ("Performance RSUs") awarded March 3, 2019, upon certification of performance results by the Compensation Committee at 200% of target for the annual period ended December 31, 2021. |
| 2. Shares earned upon vesting and settlement of Performance RSUs awarded March 3, 2019, upon certification of performance results by the Compensation Committee based on the achievement of total shareholder return relative to the NASDAQ Composite Index, during a three-year cumulative performance cycle, upon certification of performance results by the Compensation Committee at 200% of target for the three-year period ended December 31, 2021. |
| 3. Shares withheld for payment of taxes in connection with the vesting and settlement of previously earned Performance Restricted Stock Units, as well as those described in footnotes 1 and 2 above. |
| 4. Represents the number of Performance Restricted Stock Units earned under the Performance Restricted Stock Unit Award granted March 3, 2020, upon certification of performance results by the Compensation Committee at 200% of target for the annual period ended December 31, 2021. The earned Performance Restricted Stock Units will settle at the end of the performance period on December 31, 2023, upon certification by the Compensation Committee and subject to continued employment. |
| 5. Represents the number of Performance Restricted Stock Units earned under the Performance Restricted Stock Unit Award granted March 3, 2021, upon certification of performance results by the Compensation Committee at 200% of target for the annual period ended December 31, 2021. The earned Performance Restricted Stock Units will settle at the end of the performance period on December 31, 2024, upon certification by the Compensation Committee and subject to continued employment. |
| 6. Includes 16,085 Restricted Stock Units, as well as 42 shares acquired under the ANSYS Employee Stock Purchase Plan. |
| Remarks: |
| Janet Lee, Attorney-in-Fact | 02/18/2022 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||
