ANSYS : 2025 Conduct of Meeting Guidelines

Published: 2025-05-01 13:36:06 ET ANSS

Published on 05/01/2025 at 13:36

ANSYS, INC.

2025 ANNUAL MEETING OF STOCKHOLDERS FRIDAY JUNE 27, 2025

11:30 A.M. EASTERN TIME CONDUCT OF MEETING GUIDELINES

Welcome to the 2025 Annual Meeting of Stockholders of ANSYS, Inc. Your 16-digit control number is required to attend, vote and ask questions during the meeting. Only stockholders of record as of April 28, 2025 or their proxy holders may submit questions and vote at the meeting. We appreciate your interest and attendance today and hope to conduct an informative and constructive meeting. Your cooperation in observing the following guidelines will help achieve this goal. The violation of any of these rules will be considered cause for expulsion from the virtual meeting. Thank you.

The Chief Executive Officer will serve as the presiding officer and acting chair of the meeting and has the authority to make any and all determinations with respect to the conduct of the meeting and the procedures to be followed.

Proposals will be taken up in the sequence indicated on the agenda. The only business to be conducted at the meeting consists of the four proposals set forth in the Notice of Annual Meeting of Stockholders and in the Proxy Statement.

The stockholder proponent (or his representative) (the "stockholder proponent") will have three minutes to introduce Proposal 4 and make a supporting statement. As determined in the Chief Executive Officer's discretion, the Company may limit the stockholder proponent's allotted speaking time in the event that the stockholder proponent's remarks are unrelated to Proposal 4 or derogatory to the Company. The Board's position on Proposal 4 is stated in the proxy materials you received.

You do not need to vote at the meeting if you have already voted by telephone, internet or mail. However, if you wish to change your vote, or if you have not previously voted, you may vote online during the meeting while the polls are open.

The Assistant Secretary will declare the polls open following the presentation of the proposals at the meeting. Stockholders may vote until the polls close. The polls will close when the Assistant Secretary declares them closed at the meeting.

Stockholders may submit written questions during the meeting by visiting https://http://www.virtualshareholdermeeting.com/anss2025 and typing the question into the box on the web portal. Stockholders should also provide their name, organization, and, if applicable, the specific proposal to which their question or comment relates.

In order to facilitate responses and discussion, all questions should be brief and specific.

Questions and views from all stockholders are welcome. However, the purpose of the meeting will be observed and the Chief Executive Officer reserves the right to limit discussion or questions that are:

Not pertinent to meeting matters or the business of the Company;

Related to material non-public information of the Company;

Related to personal grievances;

Derogatory references to individuals or that are of bad taste;

Repetitious of statements made by another stockholder;

Related to pending or threatened litigation; or

Related to the pending merger transaction with Synopsys, Inc.

The Chief Executive Officer will entertain one question or comment at a time. In order to give as many stockholders as possible the opportunity to ask questions, we ask that you limit yourself to one question per stockholder. Questions from stockholders may be grouped by topic with a representative question read aloud and answered as time permits.

Questions, including questions pertinent to meeting matters that are not answered during the meeting due to time constraints, will be posted online and answered on our Investor Relations website at https://investors.ansys.com/resources/proxy-materials/.

If there are any matters of individual concern to a stockholder and not related to the business of the meeting, they should be raised with representatives of the Company after the conclusion of the meeting by contacting [email protected] or [email protected].

Information addressing technical and logistical questions and issues, including

technical support during the meeting and related to accessing the meeting's virtual

platform, will be available on our Investor Relations website one week before the meeting at https://investors.ansys.com/resources/proxy-materials/.

Any issues that arise at the meeting with respect to legal matters shall be resolved by

the Company's legal counsel.

In the event of disorder, technical malfunction, or other significant problem that disrupts the meeting, please stay connected to the meeting website for at least 15 minutes. The Chief Executive Officer may adjourn, recess or expedite the meeting or take such other action that he determines is appropriate in light of the circumstances. If the meeting cannot be resumed, (i) all items of the official business of the meeting described in the Proxy Statement will be deemed to be properly before the meeting;

(ii) all proxy and other votes received before the start of the interruption will be deemed to have been validly cast; and (iii) the official business of the meeting will be deemed to have been validly completed and the meeting adjourned immediately thereafter.

Recording of the meeting is prohibited. A replay of the meeting will be available for one year from the date of the meeting at https://http://www.virtualshareholdermeeting.com/anss2025.

Copying of materials presented at the meeting, including screenshots, is prohibited.

Disclaimer

ANSYS Inc. published this content on May 01, 2025, and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT), unedited and unaltered, on May 01, 2025 at 17:35 UTC.