JOHN M. WALL - 16 Dec 2025 Form 4 Insider Report for CADENCE DESIGN SYSTEMS INC (CDNS)

Role
Sr. VP & CFO
Signature
/s/ Ahalya Hildreth, Attorney-in-Fact for John M. Wall
Issuer symbol
CDNS
Transactions as of
16 Dec 2025
Net transactions value
-$4,010,486
Form type
4
Filing time
18 Dec 2025, 17:17:48 UTC
Previous filing
16 Oct 2025
SEC
View on sec.gov

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
WALL JOHN M Sr. VP & CFO 2655 SEELY AVENUE, BLDG. 5, SAN JOSE /s/ Ahalya Hildreth, Attorney-in-Fact for John M. Wall 18 Dec 2025 0001718165

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction CDNS Common Stock Options Exercise $191,434 +1,387 +2% $138.02 71,344 16 Dec 2025 Direct F1
transaction CDNS Common Stock Options Exercise $1,140,000 +8,000 +11% $142.50 79,344 16 Dec 2025 Direct F1
transaction CDNS Common Stock Options Exercise $471,752 +3,418 +4.3% $138.02 82,762 16 Dec 2025 Direct F1
transaction CDNS Common Stock Options Exercise $3,044,100 +15,000 +18% $202.94 97,762 16 Dec 2025 Direct F1
transaction CDNS Common Stock Sale $1,745,391 -5,500 -5.6% $317.34 92,262 16 Dec 2025 Direct F1, F2
transaction CDNS Common Stock Sale $3,126,398 -9,828 -11% $318.11 82,434 16 Dec 2025 Direct F1, F3
transaction CDNS Common Stock Sale $3,653,082 -11,437 -14% $319.41 70,997 16 Dec 2025 Direct F1, F4
transaction CDNS Common Stock Sale $332,901 -1,040 -1.5% $320.10 69,957 16 Dec 2025 Direct F1, F5

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction CDNS Non- Qualified Stock Option (right to buy) Options Exercise $0 -1,387 -100% $0.000000 0 16 Dec 2025 Common Stock 1,387 $138.02 Direct F6
transaction CDNS Non- Qualified Stock Option (right to buy) Options Exercise $0 -8,000 -81% $0.000000 1,888 16 Dec 2025 Common Stock 8,000 $142.50 Direct F7
transaction CDNS Non- Qualified Stock Option (right to buy) Options Exercise $0 -3,418 -100% $0.000000 0 16 Dec 2025 Common Stock 3,418 $138.02 Direct F6
transaction CDNS Non- Qualified Stock Option (right to buy) Options Exercise $0 -15,000 -68% $0.000000 7,112 16 Dec 2025 Common Stock 15,000 $202.94 Direct F8
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

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).

Explanation of Responses:

Id Content
F1 The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 5/6/2025 by the Reporting Person.
F2 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $316.71 to $317.70, 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.
F3 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $317.75 to $318.74, 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.
F4 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $318.89 to $319.74, 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.
F5 The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $319.91 to $320.40, 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.
F6 These options vested at a rate of 1/48th per month starting on March 25, 2021.
F7 These options vested at a rate of 1/48th per month starting on April 15, 2022.
F8 These options vested at a rate of 1/48th per month starting on April 15, 2023.