Cadence CFO has 1,433 shares withheld for taxes

Cadence Design Systems’ CFO had shares withheld for taxes on RSU vesting, leaving 79,459 common shares directly held.

Available on EDGAR 09/21/2026 - 05:22 PM EDT Accepted by SEC EDGAR 09/21/2026 - 05:22 PM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

CADENCE DESIGN SYSTEMS INC (CDNS) reported that Senior Vice President and Chief Financial Officer John M. Wall had 1,433 shares of common stock withheld on September 17, 2026 to pay tax obligations related to the vesting of Restricted Stock Units. This reduced his directly held stake to 79,459 shares. The transaction was recorded as a share disposition for tax withholding purposes and was not made under a Rule 10b5-1 trading plan.

Insider Trade Summary

Tax Withholding: 1,433 shares

Tax Withholding 1 txn

Insider WALL JOHN M

Role Sr. VP & CFO

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock F1	1,433	$280.76	$402K

Holdings After Transaction: Common Stock — 79,459 shares (Direct)

Holdings Before and After: Common Stock, 80,892 to 79,459 shares (Direct)

Footnotes (1)

1. F1. Shares withheld to satisfy tax obligations arising out of vesting of Restricted Stock Unit.

Key Figures

Shares withheld for taxes: 1,433 shares Per-share valuation for withholding: $280.76 per share Shares held after transaction: 79,459 shares

3 metrics

Shares withheld for taxes 1,433 shares Common stock withheld September 17, 2026 for RSU tax obligations

Per-share valuation for withholding $280.76 per share Value applied to the 1,433 withheld CDNS shares

Shares held after transaction 79,459 shares Directly held CDNS common shares by CFO following the transaction

Key Terms

Restricted Stock Unit, withheld to satisfy tax obligations, Rule 10b5-1 trading plan

3 terms

Restricted Stock Unit financial

"tax obligations arising out of vesting of Restricted Stock Unit"

A restricted stock unit is a promise from a company to give an employee shares of stock after certain conditions are met, like staying with the company for a set amount of time. It’s like earning a bonus that turns into company stock once you’ve proven your commitment, making it a way to motivate and reward employees.

withheld to satisfy tax obligations financial

"Shares withheld to satisfy tax obligations arising out of vesting"

Rule 10b5-1 trading plan regulatory

"no Rule 10b5-1 trading plan is reported for this transaction"

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.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did CDNS CFO John M. Wall report in this Form 4 transaction?

He reported that 1,433 shares of Cadence Design Systems common stock were withheld on September 17, 2026 to satisfy tax obligations arising from the vesting of Restricted Stock Units, rather than an open-market sale.

At what price were the CDNS shares valued for the tax withholding?

The 1,433 shares of CDNS common stock used for tax withholding were valued at $280.76 per share in the Form 4 report for the September 17, 2026 transaction.

How many CDNS shares does the CFO hold after this reported transaction?

After the September 17, 2026 tax-withholding transaction, John M. Wall is reported to directly hold 79,459 shares of Cadence Design Systems common stock.

Was this CDNS Form 4 transaction executed under a Rule 10b5-1 trading plan?

No. The filing indicates no Rule 10b5-1 trading plan for this transaction; the document-level Rule 10b5-1 checkbox is not affirmed, and the footnote describes only tax withholding for RSU vesting.

Does this CDNS Form 4 reflect an open-market sale by the CFO?

No. The transaction is coded as F and described as “Shares withheld to satisfy tax obligations arising out of vesting of Restricted Stock Unit”, meaning it reflects tax withholding, not an open-market sale.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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).

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)
09/17/2026

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	09/17/2026		F		1,433(1)	D	$280.76	79,459	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 Restricted Stock Unit.

Remarks:

	/s/ Ahalya Hildreth, Attorney-in-Fact for John M. Wall	09/21/2026
	** 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)