CDNS Form 4: 10b5-1 Sales Total 8,410 Shares, Option Exercise Disclosed

Rhea-AI Filing Summary

Cadence Design Systems insider transactions: Sr. Vice President Chin-Chi Teng executed an option-related acquisition and multiple sales on 08/18/2025 under a Rule 10b5-1 trading plan. The filing reports the exercise (Transaction Code M) of 4,910 non-qualified stock options with an exercise price of $78.76, which resulted in an acquisition entry of 4,910 shares. The reporting person sold a series of share blocks (Transaction Code S) on the same date totaling 8,410 shares at various weighted-average prices reported in footnotes. Beneficial ownership fell from 137,623 shares before the sales to 129,213 shares after the transactions.

The trades were made pursuant to a 10b5-1 trading plan adopted March 7, 2025; multiple weighted-average sale prices and price ranges are disclosed in footnotes. Option vesting is disclosed as 1/48th per month starting March 14, 2020. The form is signed by an attorney-in-fact for the reporting person.

Positive

• Transactions executed under a Rule 10b5-1 trading plan, indicating pre-established compliance with insider trading rules
• Detailed disclosure of weighted-average sale prices and price ranges for each sale tranche, improving transparency
• Option exercise fully disclosed with exercise price ($78.76) and vesting schedule (1/48th per month starting 03/14/2020)

Negative

• Insider sold 8,410 shares, reducing beneficial ownership from 137,623 to 129,213 shares
• Multiple sales on the same date could be viewed by some investors as a material insider liquidity event

Insights

Financial Analyst

TL;DR: Insider exercised options and sold shares under a 10b5-1 plan, modestly reducing holdings with transparent price ranges disclosed.

The filing shows an option exercise of 4,910 shares at an exercise price of $78.76 and concurrent sales totaling 8,410 shares executed on 08/18/2025. Sales were conducted under a Rule 10b5-1 plan adopted 03/07/2025, with weighted-average sale prices provided in footnotes and ranges disclosed for each sale block. Beneficial ownership declined from 137,623 to 129,213 shares. For investors, this is a routine liquidity event rather than a disclosed change in company fundamentals; the detailed price ranges improve transparency.

Corporate Governance Expert

TL;DR: Transactions follow a documented 10b5-1 plan and include full explanatory footnotes, indicating procedural compliance and disclosure thoroughness.

The reporting indicates adherence to Rule 10b5-1 via a plan adopted 03/07/2025 and provides weighted-average prices plus explicit price ranges for each sale tranche, which supports compliance and transparency. The exercise and sales on the same date reduced beneficial ownership by 8,410 shares. Vesting terms for the option are noted (1/48th per month from 03/14/2020). No other governance or unusual terms are disclosed in this Form 4.

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^*

TENG CHIN-CHI

(Last) (First) (Middle)

2655 SEELY AVENUE, BLDG. 5

(Street)

SAN JOSE CA 95134

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
08/18/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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	08/18/2025		M		4,910	A	$78.76	137,623	D
Common Stock	08/18/2025		S		1,525(1)	D	$348.9(2)	136,098	D
Common Stock	08/18/2025		S		1,215(1)	D	$349.7(3)	134,883	D
Common Stock	08/18/2025		S		1,520(1)	D	$350.99(4)	133,363	D
Common Stock	08/18/2025		S		650(1)	D	$351.64(5)	132,713	D
Common Stock	08/18/2025		S		1,520(1)	D	$349.11(6)	131,193	D
Common Stock	08/18/2025		S		860(1)	D	$350.14(7)	130,333	D
Common Stock	08/18/2025		S		1,120(1)	D	$351.4(8)	129,213	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)	$78.76	08/18/2025		M			4,910	(9)	02/14/2027	Common Stock	4,910	$0	5,000	D

Explanation of Responses:

1. The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 3/7/2025 by the Reporting Person.

2. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $348.30 to $349.21, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

3. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $349.335 to $350.0, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

4. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $350.445 to $351.43, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

5. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $351.47 to $351.95, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

6. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $348.525 to $349.50, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

7. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $349.825 to $350.595, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

8. The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $351.11 to $352.07, inclusive. The reporting person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.

9. Option vests at a rate of 1/48th per month starting on March 14, 2020.

Remarks:

	/s/ Ahalya Hildreth, Attorney-in-Fact for Chin-Chi Teng	08/20/2025
	** 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.
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FAQ

What insider transactions did CDNS Sr. Vice President Chin-Chi Teng report on Form 4?

The Form 4 reports an option exercise of 4,910 shares at an exercise price of $78.76 and multiple sales totaling 8,410 shares on 08/18/2025.

Were the sales executed under a trading plan for CDNS insider Chin-Chi Teng?

Yes. The filing states the sales were effected pursuant to a Rule 10b5-1 trading plan adopted on 03/07/2025.

How did beneficial ownership change after the reported transactions for CDNS?

Beneficial ownership decreased from 137,623 shares before the transactions to 129,213 shares after the transactions.

What sale prices were disclosed for the CDNS sales on 08/18/2025?

The Form 4 provides weighted-average prices for each sale tranche and footnote ranges. Sales occurred at weighted-average prices with ranges reported (examples: $348.30–$349.21, $351.11–$352.07, among others).

What are the vesting terms noted for the exercised option in the CDNS Form 4?

The filing discloses that the option vests at a rate of 1/48th per month beginning on 03/14/2020.