Cadence (CDNS) CEO Devgan granted performance stock units, shares withheld for taxes

Rhea-AI Filing Summary

CADENCE DESIGN SYSTEMS INC President and CEO Anirudh Devgan received significant equity awards and had shares withheld for taxes. He acquired 146,849 shares of common stock from performance-based restricted stock units that met performance criteria, plus another 43,318 performance-based restricted stock units that vest in three equal annual installments, all at no purchase price. To cover tax obligations from vesting, 18,138 shares were withheld at $289.64 per share. Following these transactions, he directly holds 330,412 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

OMB APPROVAL

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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^*

DEVGAN ANIRUDH

(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)

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

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		146,849(1)	A	$0	305,232	D
Common Stock	03/18/2026		A		43,318(2)	A	$0	348,550	D
Common Stock	03/18/2026		F		18,138(3)	D	$289.64	330,412	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.

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

3. Shares withheld to satisfy tax obligations arising out of vesting of Performance-Based Restricted Stock Units that have met the performance criteria.

Remarks:

	/s/ Ahalya Hildreth, Attorney-in-Fact for Anirudh Devgan	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 did Cadence (CDNS) CEO Anirudh Devgan report in this Form 4 filing?

Cadence CEO Anirudh Devgan reported equity compensation grants and related tax withholding. He acquired 146,849 vested performance-based restricted stock units and 43,318 additional performance-based units, while 18,138 shares were withheld at $289.64 to satisfy tax obligations from the vesting.

How many Cadence (CDNS) shares did the CEO acquire through awards in this filing?

Anirudh Devgan acquired 146,849 shares from performance-based restricted stock units that met performance criteria and 43,318 additional performance-based restricted stock units. These awards were granted at no purchase price as equity compensation rather than open-market purchases of Cadence common stock.

Why were 18,138 Cadence (CDNS) shares disposed of in this Form 4?

The 18,138 Cadence shares were withheld to satisfy tax obligations from vesting performance-based restricted stock units. They were reported with transaction code F at $289.64 per share, indicating a tax-withholding disposition rather than an open-market sale by the CEO.

What type of equity awards did the Cadence (CDNS) CEO receive?

The CEO received performance-based restricted stock units that had met performance criteria. One award of 146,849 units fully vested, while another award of 43,318 units will vest in three equal annual installments, subject to continued service with Cadence.

How many Cadence (CDNS) shares does the CEO hold after these transactions?

After the reported equity grants and tax withholding, Anirudh Devgan directly holds 330,412 shares of Cadence common stock. This figure reflects his position following the vesting of performance-based restricted stock units and the related tax-withholding share disposition.

Do these Cadence (CDNS) Form 4 transactions involve open-market buying or selling?

No, the transactions reflect equity compensation and tax withholding. The CEO received performance-based restricted stock unit awards at no purchase price, and 18,138 shares were withheld to cover tax obligations, rather than shares being bought or sold in the open market.