Cadence SVP covers taxes with 2,799 shares

CADENCE DESIGN SYSTEMS INC executive Marc Taxay, SVP & General Counsel, reported two tax-withholding dispositions of common stock tied to equity awards.

Rhea-AI Filing Summary

CADENCE DESIGN SYSTEMS INC executive Marc Taxay, SVP & General Counsel, reported two tax-withholding dispositions of common stock tied to equity awards. On the same date, a total of 2,799 shares were withheld at $347.24 per share to satisfy tax obligations upon vesting of a Performance Stock Award and a Restricted Stock Award. Following these non-market transactions, he directly holds 22,599 shares after the latest entry, indicating these were administrative tax events rather than open-market sales.

Insider Trade Summary

Exercise Price or Tax Liability: 2,799 shares

Exercise Price or Tax Liability 2 txns

Insider Taxay Marc

Role SVP & General Counsel

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	1,384	$347.24	$481K
Exercise Price or Tax Liability	Common Stock	1,415	$347.24	$491K

Holdings After Transaction: Common Stock — 22,599 shares (Direct)

Footnotes (2)

1. F1. Shares withheld to satisfy tax obligations arising out of vesting of Performance Stock Award.
2. F2. Shares withheld to satisfy tax obligations arising out of vesting of Restricted Stock Award.

Key Figures

Tax-withholding shares total: 2,799 shares First tax-withholding lot: 1,415 shares Second tax-withholding lot: 1,384 shares +3 more

6 metrics

Tax-withholding shares total 2,799 shares Total shares withheld for tax obligations on 2026-05-15

First tax-withholding lot 1,415 shares Common stock withheld at $347.24 per share

Second tax-withholding lot 1,384 shares Common stock withheld at $347.24 per share

Price per share $347.24 per share Valuation used for both tax-withholding dispositions

Shares after first transaction 22,599 shares Direct holdings following first tax-withholding disposition

Shares after latest transaction 24,014 shares Direct holdings following second tax-withholding disposition

Key Terms

tax-withholding disposition, Performance Stock Award, Restricted Stock Award, Form 4, +1 more

5 terms

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

Performance Stock Award financial

"vesting of Performance Stock Award."

Restricted Stock Award financial

"vesting of Restricted Stock Award."

A restricted stock award is company shares given to an employee or executive that cannot be sold or fully owned until certain conditions—like staying with the company for a set time or hitting performance targets—are met. Think of it as a gift that only becomes yours after you fulfill specific obligations; for investors, these awards matter because they can increase the total shares outstanding when they vest, reveal how management is being paid and motivated, and create potential selling pressure when restrictions lift.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

SVP & General Counsel financial

""officer_title": "SVP & General Counsel""

FAQ

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

What did CADENCE DESIGN SYSTEMS (CDNS) insider Marc Taxay report in this Form 4?

Marc Taxay reported two tax-withholding dispositions of CADENCE DESIGN SYSTEMS common stock. A total of 2,799 shares were delivered to cover tax obligations arising from the vesting of performance and restricted stock awards, rather than from open-market trades.

How many CADENCE DESIGN SYSTEMS (CDNS) shares were used to cover Marc Taxay’s tax obligations?

A total of 2,799 CADENCE DESIGN SYSTEMS common shares were withheld for tax obligations. The Form 4 shows separate dispositions of 1,415 and 1,384 shares, both recorded at a price of $347.24 per share tied to award vesting.

Were Marc Taxay’s CADENCE DESIGN SYSTEMS (CDNS) Form 4 transactions open-market sales?

No, the Form 4 describes tax-withholding dispositions, not open-market sales. Shares were withheld to satisfy tax liabilities from the vesting of a Performance Stock Award and a Restricted Stock Award, which is a routine administrative process for equity compensation.

What is Marc Taxay’s CADENCE DESIGN SYSTEMS (CDNS) share ownership after these transactions?

After the latest tax-withholding disposition, Marc Taxay directly owns 24,014 shares of CADENCE DESIGN SYSTEMS common stock. The filing also shows an earlier post-transaction balance of 22,599 shares for the first withholding entry on the same date.

What types of equity awards triggered Marc Taxay’s CADENCE DESIGN SYSTEMS (CDNS) tax-withholding?

The footnotes explain that tax-withholding arose from vesting of two award types: a Performance Stock Award and a Restricted Stock Award. In each case, CADENCE DESIGN SYSTEMS withheld shares of common stock to cover the associated tax obligations at vesting.

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

Form 4 Insider Transactions: What Each Field Means →

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Accepted by SEC EDGAR 05/19/2026 - 05:08 PM EDT Learn about SEC filing dates

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^*

Taxay Marc

(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)
	SVP & General Counsel

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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	05/15/2026		F		1,384(1)	D	$347.24	24,014	D
Common Stock	05/15/2026		F		1,415(2)	D	$347.24	22,599	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 Stock Award.

2. Shares withheld to satisfy tax obligations arising out of vesting of Restricted Stock Award.

Remarks:

	/s/ Ahalya Hildreth, Attorney-in-Fact for Marc Taxay	05/19/2026
	** 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)