Cadence Design Systems (CDNS) CFO records stock grant and tax share withholdings

Rhea-AI Filing Summary

Cadence Design Systems Sr. VP & CFO John M. Wall reported routine share movements tied to equity compensation and taxes. On March 16, 2026, he received 15,616 shares of common stock as a grant of restricted stock units at no purchase price. Around the same time, a total of 24,684 shares were withheld on March 16 and 17 at prices around $293 per share to satisfy tax obligations from vesting performance-based and time-based stock awards, rather than being sold on the open market. After these transactions, Wall directly held 60,959 shares of Cadence common stock.

SEC Form 4

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

WALL JOHN M

(Last) (First) (Middle)

2655 SEELY AVENUE, BLDG. 5

(Street)

SAN JOSE CALIFORNIA 95134

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
CADENCE DESIGN SYSTEMS INC [ CDNS ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Sr. VP & CFO

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/16/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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	03/16/2026		F		19,516(1)	D	$292.72	50,511(2)	D
Common Stock	03/16/2026		F		2,301(3)	D	$292.72	48,210	D
Common Stock	03/16/2026		A		15,616(4)	A	$0	63,826	D
Common Stock	03/17/2026		F		2,867(5)	D	$293.75	60,959	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 withheld to satisfy tax obligations arising out of vesting of Performance-Based Restricted Stock Units that have met the performance criteria.

2. Amount of securities beneficially owned includes 70 shares acquired by the Reporting Person through the Employee Stock Purchase Plan on January 30, 2026.

3. Shares withheld to satisfy tax obligations arising out of vesting of Performance-Based Incentive Stock Awards.

4. Grant of Restricted Stock Units.

5. Shares withheld to satisfy tax obligations arising out of vesting of Restricted Stock Units.

Remarks:

	/s/ Ahalya Hildreth, Attorney-in-Fact for John M. Wall	03/18/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did Cadence Design Systems (CDNS) report for John M. Wall?

Cadence Design Systems reported that Sr. VP & CFO John M. Wall received 15,616 shares as a restricted stock unit grant and had 24,684 shares withheld to cover tax obligations from vesting equity awards, leaving him with 60,959 directly held shares.

Were the Cadence Design Systems (CDNS) insider transactions open-market buys or sells?

The reported Cadence Design Systems transactions were not open-market trades. They were tax-withholding dispositions, where 24,684 shares were delivered back to cover tax liabilities from vesting equity awards, plus a 15,616-share restricted stock grant received as compensation.

How many Cadence Design Systems (CDNS) shares does John M. Wall hold after these transactions?

After the reported compensation and tax-withholding transactions, Sr. VP & CFO John M. Wall directly holds 60,959 shares of Cadence Design Systems common stock, according to the Form 4 data summarizing his position following the March 2026 equity award and related tax settlements.

What types of equity awards were involved in the Cadence Design Systems (CDNS) Form 4?

The Form 4 shows vesting of Performance-Based Restricted Stock Units, Performance-Based Incentive Stock Awards, and Restricted Stock Units at Cadence Design Systems, plus a new grant of 15,616 restricted stock units to John M. Wall, with shares withheld to satisfy related tax obligations.

Does the Cadence Design Systems (CDNS) Form 4 indicate net buying or selling by the CFO?

The Form 4 indicates a mix of award receipt and tax-withholding dispositions, not open-market buying or selling. John M. Wall received 15,616 shares as a grant and had 24,684 shares withheld for taxes, ending with 60,959 directly held shares overall.