Cadence (NASDAQ: CDNS) SVP sells 2,000 shares under 10b5-1 plan

Rhea-AI Filing Summary

CADENCE DESIGN SYSTEMS INC senior vice president Paul Cunningham reported routine equity transactions in company stock. He sold 2,000 shares of common stock at $391.00 per share in an open-market transaction and exercised 1,000 stock options at a strike price of $138.02 per share.

After these moves, he directly holds 126,586 shares of common stock and 9,328 remaining non-qualified stock options. The filing notes that the activity occurred under a pre-arranged Rule 10b5-1 Trading Plan, indicating the timing was set in advance rather than decided opportunistically.

Insider Trade Summary 10b5-1

Net Seller: 2,000 shares ($782,000)

Net Sell 3 txns

Insider Cunningham Paul

Role Sr. Vice President

Sold 2,000 shs ($782K)

Type	Security	Shares	Price	Value
Exercise	Non- Qualified Stock Option (right to buy)	1,000	$0.00	--
Exercise	Common Stock	1,000	$138.02	$138K
Sale	Common Stock	2,000	$391.00	$782K

Holdings After Transaction: Non- Qualified Stock Option (right to buy) — 9,328 shares (Direct, null); Common Stock — 128,586 shares (Direct, null)

Footnotes (1)

1. The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 3/16/2026 by the Reporting Person. These options vested at a rate of 1/48th per month starting on March 25, 2021.

Key Figures

Shares sold: 2,000 shares Sale price: $391.00 per share Options exercised: 1,000 shares +4 more

7 metrics

Shares sold 2,000 shares Open-market sale of common stock

Sale price $391.00 per share Price for 2,000 common shares sold

Options exercised 1,000 shares Non-qualified stock options converted to common stock

Option strike price $138.02 per share Exercise price of non-qualified stock options

Common shares after transactions 126,586 shares Direct holdings following sale and exercise

Remaining stock options 9,328 options Non-qualified stock options outstanding after exercise

Net share change -2,000 shares Net of sales versus purchases in transaction summary

Key Terms

Rule 10b5-1 Trading Plan, Non- Qualified Stock Option (right to buy), open-market sale, derivative exercise/conversion, +1 more

5 terms

Rule 10b5-1 Trading Plan regulatory

"The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 3/16/2026"

A Rule 10b5-1 trading plan is a pre-arranged schedule that allows company insiders to buy or sell stock at specific times, even if they have inside information. It helps prevent accusations of unfair trading by making these transactions look planned and transparent, rather than sneaky or illegal.

Non- Qualified Stock Option (right to buy) financial

"security_title: Non- Qualified Stock Option (right to buy)"

open-market sale financial

"transaction_action: open-market sale"

An open-market sale is when a shareholder sells existing shares directly on a public exchange to any willing buyer, rather than through a private deal. Think of it like putting goods on a busy market stall where price is set by supply and demand; for investors it matters because such sales increase available supply, can put short-term downward pressure on the stock price, and signal changes in liquidity or investor confidence.

derivative exercise/conversion financial

"transaction_action: derivative exercise/conversion"

expiration date financial

"expiration_date: 2028-02-25T00:00:00.000Z"

The expiration date is the deadline after which a financial contract, such as an option or a futures agreement, is no longer valid or can be exercised. It matters to investors because it determines the timeframe during which they can take action or benefit from the contract, similar to how a coupon or a food item has a limited period of usefulness. Once the expiration date passes, the contract loses its value or ability to be used.

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Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

X

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^*

Cunningham Paul

(Last) (First) (Middle)

2655 SEELY AVENUE

BUILDING 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. Vice President

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/15/2026

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	06/15/2026		M		1,000(1)	A	$138.02	128,586	D
Common Stock	06/15/2026		S		2,000(1)	D	$391	126,586	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
Non- Qualified Stock Option (right to buy)	$138.02	06/15/2026		M			1,000	(2)	02/25/2028	Common Stock	1,000	$0	9,328	D

Explanation of Responses:

1. The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 3/16/2026 by the Reporting Person.

2. These options vested at a rate of 1/48th per month starting on March 25, 2021.

Remarks:

	/s/ Ahalya Hildreth, Attorney-in-Fact for Paul Cunningham	06/17/2026
	** 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) SVP Paul Cunningham report?

Paul Cunningham reported selling 2,000 shares of CADENCE DESIGN SYSTEMS common stock and exercising 1,000 stock options. The sale was an open-market transaction, while the option exercise converted derivative rights into additional shares at a preset strike price.

At what prices did the CADENCE DESIGN SYSTEMS (CDNS) insider transactions occur?

Cunningham sold 2,000 CADENCE DESIGN SYSTEMS shares at $391.00 each and exercised 1,000 stock options with a strike price of $138.02 per share. These figures show the gap between his option grant price and the current trading level.

How many CADENCE DESIGN SYSTEMS (CDNS) shares does Paul Cunningham hold after this Form 4?

Following the reported transactions, Cunningham directly holds 126,586 CADENCE DESIGN SYSTEMS common shares. He also retains 9,328 non-qualified stock options, which represent additional potential future share ownership if exercised before expiration.

Were the CADENCE DESIGN SYSTEMS (CDNS) insider trades made under a Rule 10b5-1 plan?

Yes. The Form 4 footnote states the transactions were executed pursuant to a Rule 10b5-1 Trading Plan adopted on March 16, 2026. Such pre-arranged plans schedule trades in advance, reducing the significance of short-term market timing.

What kind of derivative security did the CADENCE DESIGN SYSTEMS (CDNS) SVP exercise?

Cunningham exercised non-qualified stock options covering 1,000 CADENCE DESIGN SYSTEMS shares at a $138.02 strike price. After this exercise, 9,328 options remain outstanding, continuing to give him rights to buy additional shares before their 2028 expiration.