[144] CADENCE DESIGN SYSTEMS INC SEC Filing

Rhea-AI Filing Summary

Form 144 filed for Cadence Design Systems, Inc. (CDNS) reporting a proposed sale of 7,500 common shares through Morgan Stanley Smith Barney on the NASDAQ with an aggregate market value of $2,618,683.28 and 272,490,000 shares outstanding. The planned approximate sale date is 09/30/2025. The filing lists the acquisition history for the securities, showing multiple awards and purchases (restricted stock, performance shares, ESPP) with acquisition dates between 02/14/2023 and 12/15/2024. No securities were reported sold in the past three months. The filer certifies they are not aware of undisclosed material adverse information and references Rule 10b5-1 procedures if applicable.

Positive

• Clear regulatory compliance: Form 144 provides required disclosure for the proposed insider sale.
• Detailed acquisition history: The filing lists grant types and dates (restricted stock, performance shares, ESPP) improving traceability of the shares.
• No recent sales: The filer reports "Nothing to Report" for securities sold in the past three months, indicating no recent disposal activity.

Negative

• None.

Insights

Securities Analyst

TL;DR: Routine executive/insider sale notice; small parcel relative to shares outstanding, primarily procedural disclosure.

The Form 144 documents a proposed sale of 7,500 Cadence common shares with an aggregate value of $2.62M, to be executed via Morgan Stanley Smith Barney on NASDAQ. The filing includes the acquisition provenance showing awards from the issuer (restricted stock, performance shares, ESPP) across 2023–2024, which supports that these are previously granted compensation shares rather than open-market purchases. No sales in the past three months are reported, and the filer affirms absence of undisclosed material information. From an investor-reporting perspective this is a standard compliance filing without evident material corporate or operational implications.

Corporate Governance Expert

TL;DR: Disclosure aligns with insider sale rules; documentation of grant dates improves traceability but contains no new governance events.

The filing provides granular acquisition dates and types (restricted stock, performance shares, ESPP) which aids in assessing whether the sale is tied to compensation vesting schedules. The representation regarding material nonpublic information and the Rule 10b5-1 reference are standard and important for compliance. There are no indications of accelerated or unusual insider activity, no recent disposals reported, and no governance actions referenced; the filing appears procedural and transparent.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	7500	2618683.28	272490000	09/30/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	12/15/2024	Restricted Stock	ISSUER			11	12/15/2024	Not Applicable
Common	02/25/2024	Performance Shares	ISSUER			92	02/25/2024	Not Applicable
Common	09/15/2023	Performance Shares	ISSUER			187	09/15/2023	Not Applicable
Common	01/31/2024	Employee Stock Purchase Plan	ISSUER			125	01/31/2024	Cash
Common	02/14/2023	Performance Shares	ISSUER			14	02/14/2023	Not Applicable
Common	03/15/2024	Performance Shares	ISSUER			4572	03/15/2024	Not Applicable
Common	09/15/2024	Performance Shares	ISSUER			2499	09/15/2024	Not Applicable

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Nothing to Report

144: Remarks and Signature

Remarks

Date of Notice

Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the Form 144 for Cadence (CDNS) report?

The filing reports a proposed sale of 7,500 Cadence common shares via Morgan Stanley Smith Barney on NASDAQ, aggregate value $2,618,683.28, approximate sale date 09/30/2025.

How many Cadence shares are outstanding according to the Form 144?

The filing shows 272,490,000 shares outstanding.

What types of acquisitions produced the shares being sold?

Acquisition types listed include Restricted Stock, Performance Shares, and an Employee Stock Purchase Plan (ESPP) with acquisition dates from 02/14/2023 to 12/15/2024.

Were any Cadence securities sold by the filer in the past three months?

No. The filing states "Nothing to Report" for securities sold during the past three months.

Does the filer claim to possess any undisclosed material information?

No. The signer represents they do not know any material adverse information about the issuer that has not been publicly disclosed.