=== SEC Form 4 — Statement of Changes in Beneficial Ownership ===
Document Type: 4
Period of Report: 2026-06-10
10b5-1 Pre-arranged Plan: Yes
--- Issuer ---
Name: CADENCE DESIGN SYSTEMS INC (CDNS)
CIK: 0000813672
--- Reporting Owner ---
Name: Brennan Ita M
CIK: 0001494211
Role: Director
--- Non-Derivative Transactions ---
[Transaction #1]
Security: Common Stock
Date: 2026-06-10 | Code: S (Open market sale)
Shares: -21 | Price: $383.29
Total Value: $8,049.09
Shares Owned After: 8,163 | Ownership: D (Direct)
Footnotes:
[F1] The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 11/24/2025 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 $382.87 to $383.75, 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.
[Transaction #2]
Security: Common Stock
Date: 2026-06-10 | Code: S (Open market sale)
Shares: -48 | Price: $384.69
Total Value: $18,465.12
Shares Owned After: 8,115 | Ownership: D (Direct)
Footnotes:
[F1] The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 11/24/2025 by the Reporting Person.
[F3] The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $384.01 to $384.95, 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.
[Transaction #3]
Security: Common Stock
Date: 2026-06-10 | Code: S (Open market sale)
Shares: -23 | Price: $385.54
Total Value: $8,867.42
Shares Owned After: 8,092 | Ownership: D (Direct)
Footnotes:
[F1] The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 11/24/2025 by the Reporting Person.
[F4] The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $385.08 to $385.99, 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.
[Transaction #4]
Security: Common Stock
Date: 2026-06-10 | Code: S (Open market sale)
Shares: -30 | Price: $386.57
Total Value: $11,597.10
Shares Owned After: 8,062 | Ownership: D (Direct)
Footnotes:
[F1] The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 11/24/2025 by the Reporting Person.
[F5] The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $386.10 to $387.09, 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.
[Transaction #5]
Security: Common Stock
Date: 2026-06-10 | Code: S (Open market sale)
Shares: -13 | Price: $387.47
Total Value: $5,037.11
Shares Owned After: 8,049 | Ownership: D (Direct)
Footnotes:
[F1] The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 11/24/2025 by the Reporting Person.
[F6] The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $387.11 to $387.95, 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.
[Transaction #6]
Security: Common Stock
Date: 2026-06-10 | Code: S (Open market sale)
Shares: -5 | Price: $388.63
Total Value: $1,943.15
Shares Owned After: 8,044 | Ownership: D (Direct)
Footnotes:
[F1] The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 11/24/2025 by the Reporting Person.
[F7] The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $388.17 to $389.12, 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.
[Transaction #7]
Security: Common Stock
Date: 2026-06-10 | Code: S (Open market sale)
Shares: -3 | Price: $389.60
Total Value: $1,168.80
Shares Owned After: 8,041 | Ownership: D (Direct)
Footnotes:
[F1] The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 11/24/2025 by the Reporting Person.
[F8] The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $389.32 to $390.16, 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.
[Transaction #8]
Security: Common Stock
Date: 2026-06-10 | Code: S (Open market sale)
Shares: -5 | Price: $391.26
Total Value: $1,956.30
Shares Owned After: 8,036 | Ownership: D (Direct)
Footnotes:
[F1] The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 11/24/2025 by the Reporting Person.
[F9] The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $390.74 to $391.47, 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.
[Transaction #9]
Security: Common Stock
Date: 2026-06-10 | Code: S (Open market sale)
Shares: -4 | Price: $392.41
Total Value: $1,569.64
Shares Owned After: 8,032 | Ownership: D (Direct)
Footnotes:
[F1] The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 11/24/2025 by the Reporting Person.
[F10] The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $391.98 to $392.71, 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.
[Transaction #10]
Security: Common Stock
Date: 2026-06-10 | Code: S (Open market sale)
Shares: -6 | Price: $394.86
Total Value: $2,369.16
Shares Owned After: 8,026 | Ownership: D (Direct)
Footnotes:
[F1] The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 11/24/2025 by the Reporting Person.
[F11] The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $394.23 to $395.22, 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.
[Transaction #11]
Security: Common Stock
Date: 2026-06-10 | Code: S (Open market sale)
Shares: -11 | Price: $395.63
Total Value: $4,351.93
Shares Owned After: 8,015 | Ownership: D (Direct)
Footnotes:
[F1] The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 11/24/2025 by the Reporting Person.
[F12] The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $395.27 to $396.14, 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.
[Transaction #12]
Security: Common Stock
Date: 2026-06-10 | Code: S (Open market sale)
Shares: -10 | Price: $396.67
Total Value: $3,966.70
Shares Owned After: 8,005 | Ownership: D (Direct)
Footnotes:
[F1] The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 11/24/2025 by the Reporting Person.
[F13] The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $396.27 to $397.18, 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.
[Transaction #13]
Security: Common Stock
Date: 2026-06-10 | Code: S (Open market sale)
Shares: -1 | Price: $398.65
Total Value: $398.65
Shares Owned After: 8,004 | Ownership: D (Direct)
Footnotes:
[F1] The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 11/24/2025 by the Reporting Person.
--- Footnotes (Complete Index) ---
F1: The transaction reported in this Form 4 was effected pursuant to a Rule 10b5-1 Trading Plan adopted on 11/24/2025 by the Reporting Person.
F10: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $391.98 to $392.71, 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.
F11: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $394.23 to $395.22, 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.
F12: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $395.27 to $396.14, 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.
F13: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $396.27 to $397.18, 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.
F2: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $382.87 to $383.75, 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 $384.01 to $384.95, 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.
F4: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $385.08 to $385.99, 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 $386.10 to $387.09, 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: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $387.11 to $387.95, 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.
F7: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $388.17 to $389.12, 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.
F8: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $389.32 to $390.16, 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.
F9: The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $390.74 to $391.47, 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.
--- Signature ---
/s/ /s/ Ahalya Hildreth, Attorney-in-Fact for Ita M. Brennan (2026-06-12)
