News & Events

Results of Operations and Financial Condition. On April 27, 2026 Cadence Design Systems, Inc. (“Cadence”) issued a press release announcing its financial results for the quarter ended March 31, 2026. A copy of the press release is attached hereto as Exhibit 99.01 and a copy of the commentary by the Chief Financial Officer of Cadence regarding Cadence's financial results for the quarter ended March 31, 2026 is attached hereto as Exhibit 99.02, and the press release and the commentary are incor…

Unregistered Sales of Equity Securities. As previously reported, on September 4, 2025, Cadence Design Systems, Inc., a Delaware corporation (“Cadence”), entered into an Equity Purchase Agreement (the “Purchase Agreement”) with Hexagon Smart Solutions AB, a Swedish private limited liability company (“Seller”), to acquire Seller’s design and engineering business (the “Acquisition”). In connection with the consummation of the Acquisition on February 23, 2026, Cadence issued 3,224,473 shares of C…

Results of Operations and Financial Condition. On February 17, 2026 Cadence Design Systems, Inc. (“Cadence”) issued a press release announcing its financial results for the quarter and fiscal year ended December 31, 2025. A copy of the press release is attached hereto as Exhibit 99.01 and a copy of the commentary by the Chief Financial Officer of Cadence regarding Cadence's financial results for the quarter and fiscal year ended December 31, 2025 is attached hereto as Exhibit 99.02, and the p…

Entry into a Material Definitive Agreement. On September 4, 2025, Cadence Design Systems, Inc., a Delaware corporation (“Cadence”), entered into an Equity Purchase Agreement (the “Purchase Agreement”) with Hexagon Smart Solutions AB, a Swedish private limited liability company (“Seller”), to acquire Seller’s design and engineering business (the “Acquisition”). Pursuant to the Purchase Agreement, upon consummation of the Acquisition (“Closing”), Cadence will pay to Seller aggregate considerati…

Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meaning of federal securities laws, including statements regarding the Purchase Agreement, the proposed Acquisition, the anticipated transaction timeline and Closing, funding of the cash consideration for the Acquisition and other statements using words such as “anticipates,” “believes,” “expects,” “intends,” “plans,” “will” and words of similar import and the negatives thereof. Forward-l…

Entry into a Material Definitive Agreement. As previously disclosed, Cadence Design Systems, Inc. (“Cadence”) has been responding to subpoenas received from the Bureau of Industry and Security (“BIS”) of the U.S. Department of Commerce in February 2021 and the U.S. Department of Justice (the “DOJ”) in November 2023. In December 2024, Cadence began discussions with BIS and the DOJ regarding their preliminary findings and a potential resolution. In June 2025, Cadence, BIS and the DOJ started ma…

Other Events. As previously reported, on May 23, 2025, the Bureau of Industry and Security (“BIS”), U.S. Department of Commerce, informed Cadence Design Systems, Inc. (“Cadence”) that a license was required for the export, re-export or in-country transfer of electronic design automation software and technology classified under Export Control Classification Numbers (ECCNs) 3D991 and 3E991 on the Commerce Control List (the “EDA Software and Technology”), when a party to the transaction is locat…

Other Events. On May 23, 2025, the Bureau of Industry and Security (“BIS”), U.S. Department of Commerce, informed Cadence Design Systems, Inc. (“Cadence” or “we”) that a license is now required for the export, re-export or in-country transfer of electronic design automation software and technology classified under Export Control Classification Numbers (ECCNs) 3D991 and 3E991 on the Commerce Control List, when a party to the transaction is located in China or is a Chinese “military end user” w…

Other Events. On May 8, 2025, the board of directors of Cadence approved the repurchase of up to an additional $1.5 billion of the Company’s common stock under its existing share repurchase program. The Company may repurchase shares from time to time through open market purchases, in privately negotiated transactions or by other means, including accelerated share repurchase transactions or other structured repurchase transactions, block trades or pursuant to trading plans intended to comply w…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (d) As previously reported in a Form 8-K filed with the Securities and Exchange Commission on December 12, 2024 (the “Original Filing”) by Cadence Design Systems, Inc. (“Cadence”), the Board of Directors (the “Board”) of Cadence appointed Moshe Gavrielov as a director of Cadence, effective January 1, 2025. At the time of the Original Filing, the Bo…

Results of Operations and Financial Condition. On April 22, 2024, Cadence issued a press release announcing its financial results for the quarter ended March 31, 2024, posted a document entitled “CFO Commentary” regarding the results on its website, and held a webcast to discuss the results. Copies of the press release and the CFO Commentary were attached to the Form 8-K as Exhibit 99.01 and Exhibit 99.02, respectively. Cadence subsequently discovered that the press release, the CFO Commentar…

Entry into a Material Definitive Agreement. On March 2, 2024, Cadence Design Systems, Inc., a Delaware corporation (“Cadence”), entered into a Share Purchase Agreement (the “Purchase Agreement”) with the shareholders of BETA CAE Systems International AG, a Swiss company limited by shares (together with its subsidiaries, “BETA CAE” and such shareholders, collectively, the “Sellers”), to purchase from the Sellers the entire issued share capital of BETA CAE (such transaction, the “Acquisition”).…

Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meaning of federal securities laws, including statements regarding the Purchase Agreement, the proposed Acquisition, the anticipated timeline and Completion of the Acquisition, funding of the cash consideration for the Acquisition and other statements using words such as “anticipates,” “believes,” “expects,” “intends,” “plans,” “will” and words of similar import and the negatives thereof.…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (b) On February 1, 2024, Dr. John B. Shoven, a member of the Board of Directors (the “Board”) of Cadence Design Systems, Inc. (the “Company”), notified the Board of his decision to retire from the Board and not seek re-election at the Company’s 2024 Annual Meeting of Stockholders, when his current term expires. The Board expressed its deep apprecia…

Other Events. On August 2, 2023, the board of directors of Cadence Design Systems, Inc. (the “Company”) approved the repurchase of up to an additional $1 billion of the Company’s common stock under its existing share repurchase program. The Company may repurchase shares from time to time through open market purchases, in privately negotiated transactions or by other means, including accelerated share repurchase transactions or other structured repurchase transactions, block trades or pursuant…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (e) Amendment of the Omnibus Equity Incentive Plan As described in

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. (b) On February 8, 2023, Lip-Bu Tan, the Executive Chair of the Board of Directors (the “Board”) of Cadence Design Systems, Inc. (the “Company”), notified the Board that he will not seek re-election to the Board at the Company’s 2023 Annual Meeting of Stockholders, when his current term as Executive Chair expires. Mr. Tan’s letter agreement with th…

Other Events On August 11, 2022, the board of directors of Cadence Design Systems, Inc. (the “Company”) approved the repurchase of up to an additional $1 billion of the Company’s common stock under its existing share repurchase program. The Company may repurchase shares from time to time through open market purchases, in privately negotiated transactions or by other means, including accelerated share repurchase transactions or other structured repurchase transactions, block trades or pursuant…

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. In its amended current report on Form 8-K/A filed on December 17, 2021, Cadence Design Systems, Inc. (the “Company”) disclosed that it anticipated issuing long-term performance awards in January 2022 (the “2022 LTP Awards”) to its executive officers, including its President and Chief Executive Officer, Anirudh Devgan, Ph.D. The Company granted the…

Other Events On August 4, 2021, the board of directors of the Cadence Design Systems, Inc. (the “Corporation”) approved the repurchase of up to an additional $1 billion of the Corporation’s common stock under its existing share repurchase program. The Corporation may repurchase shares from time to time through open market purchases, in privately negotiated transactions or by other means, including through the use of trading plans intended to qualify under Rule 10b5-1 under the Securities Exch…