Cadence Design Systems (CDNS) SVP granted performance-based stock awards

Rhea-AI Filing Summary

Cadence Design Systems senior vice president and general counsel Marc Taxay reported receiving two stock awards of common stock as compensation. On the reported date, he acquired 973 shares and a separate grant of 5,460 shares at no cost, both described as performance-based restricted stock units that have met specified performance criteria. One award vests on the first anniversary of the grant date, while the other vests in three equal annual installments on the first, second, and third anniversaries of the grant date, each subject to continued service. Following these grants, his direct holdings increased to 25,398 shares of 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^*

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)
03/18/2026

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	03/18/2026		A		973(1)	A	$0	19,938	D
Common Stock	03/18/2026		A		5,460(2)	A	$0	25,398	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. Represents Performance-Based Restricted Stock Units that have met the performance criteria, which vest on the first anniversary of the grant date subject to continued service.

2. Represents Performance-Based Restricted Stock Units that have met the performance criteria, which vest in three equal annual installments on the first, second and third anniversaries of the grant date subject to continued service.

Remarks:

	/s/ Ahalya Hildreth, Attorney-in-Fact for Marc Taxay	03/20/2026
	** 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 transaction did Marc Taxay report for CADENCE DESIGN SYSTEMS INC (CDNS)?

Marc Taxay reported receiving two equity awards of common stock as compensation, not an open-market trade. The Form 4 shows grants of 973 shares and 5,460 shares, both at no cost, tied to performance-based restricted stock units that satisfied performance criteria.

How many CADENCE DESIGN SYSTEMS INC (CDNS) shares did Marc Taxay acquire in this Form 4?

Marc Taxay acquired 973 shares and a separate grant of 5,460 shares of common stock. Both transactions are coded as awards, with a price per share of $0.00, reflecting equity compensation rather than a cash purchase in the open market.

What type of equity awards did Marc Taxay receive from CADENCE DESIGN SYSTEMS INC (CDNS)?

The awards are described as Performance-Based Restricted Stock Units that have met performance criteria. One award vests entirely on the first anniversary of the grant date, while the other vests in three equal annual installments, all subject to his continued service with the company.

What is the vesting schedule for Marc Taxay’s new CADENCE DESIGN SYSTEMS INC (CDNS) stock awards?

One performance-based restricted stock unit award vests on the first anniversary of the grant date, subject to continued service. The other award vests in three equal annual installments on the first, second, and third anniversaries of the grant date, also requiring continued service.

How many CADENCE DESIGN SYSTEMS INC (CDNS) shares does Marc Taxay hold after these transactions?

After these compensation awards, Marc Taxay’s direct holdings increased to 25,398 shares of CADENCE DESIGN SYSTEMS INC common stock. This figure reflects his position following the reported grants and helps illustrate the scale of the awards relative to his total stake.

Were Marc Taxay’s CADENCE DESIGN SYSTEMS INC (CDNS) transactions open-market buys or routine compensation?

The transactions are coded as grants or awards with a per-share price of $0.00, indicating routine equity compensation. They represent performance-based restricted stock units that have met performance criteria, rather than discretionary open-market purchases or sales of CDNS shares.