UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT TO

SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of report (Date of earliest event reported): ~~October~~November 2717, 2025

CADENCE DESIGN SYSTEMS, INC.

(Exact Name of Registrant as Specified in its Charter)

Delaware

000-15867

00-0000000

(State or Other Jurisdiction
of Incorporation)

(Commission File Number)

(I.R.S. Employer
Identification No.)

2655 Seely Avenue, San Jose, California 95134

(Address of Principal Executive Offices) (Zip Code)

(408) 943-1234

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


☐			Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐			Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐			Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐			Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common Stock, $0.01 par value per share

CDNS

Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2 5.02. ~~Results~~ Departure of ~~Operations~~Directors ~~and~~or ~~Financial~~Certain ~~Condition~~Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

(d) On ~~October~~November 2717, 2025, the Board of Directors (the “Board”) of Cadence Design Systems, Inc. (“Cadence”) ~~issued~~appointed Dr. Luc Van den hove as a ~~press~~director ~~release~~of ~~announcing~~Cadence effective January 1, 2026. The Board has not yet determined Dr. Van den hove’s committee assignment. Upon the effectiveness of Dr. Van den hove’s appointment to the Board, Dr. Van den hove will be granted equity under Cadence’s 1995 Directors Stock Incentive Plan with a grant date fair value of $82,849, rounded to the nearest whole share, subject to approval by the Compensation Committee of the Board. The equity award will fully vest, subject to Dr. Van den hove’s continued service on the Board, on the earlier of May 8, 2026 and the date of Cadence’s annual meeting of stockholders in 2026, aligned with the vesting of annual incentive stock awards granted to Cadence’s other non-employee Board members in May 2025. Dr. Van den hove’s cash compensation will be generally consistent with Cadence’s compensation of its ~~financial~~other ~~results~~non-employee ~~for~~Board members in effect from time to time and as described in Cadence’s definitive proxy statement filed with the ~~quarter~~Securities ~~ended~~and ~~September~~Exchange 30Commission on March 25, 2025. Dr. Van den hove will also enter into Cadence’s standard form of indemnification agreement.

ADr. ~~copy~~Van ofden ~~the~~hove ~~press~~has ~~release~~been iswith ~~attached~~imec, ~~hereto~~a world-leading non-for-profit research and innovation hub in nanoelectronics and digital technologies, since its founding in 1984 and has served as ~~Exhibit~~its 99president and chief executive officer since 2009.01 Dr. Van den hove will continue to serve as president and achief ~~copy~~executive officer of ~~the~~imec ~~commentary~~through byMarch ~~the~~31, ~~Chief~~2026. ~~Financial~~On ~~Officer~~April 1, 2026, Dr. Van den hove will transition to the role of ~~Cadence~~chair ~~regarding~~of ~~Cadence'~~imec’s ~~financial~~board ~~results~~of ~~for~~directors. ~~the~~Prior ~~quarter~~to ~~ended~~becoming ~~September~~president ~~30,~~and ~~2025~~chief isexecutive ~~attached~~officer, ~~hereto~~he asheld ~~Exhibit~~several ~~99.02~~roles at imec, including executive vice president and chief operating officer, vice president of the ~~press~~silicon ~~release~~process and ~~the~~device ~~commentary~~technology ~~are~~division, ~~incorporated~~department ~~herein~~director byof ~~reference~~unit process step R&D, and manager of imec’s micro-patterning group. Dr. Van den hove holds a PhD in electrical engineering from the KU Leuven, Belgium.

~~The~~Dr. ~~information~~Van ~~contained~~den inhove ~~this~~also ~~Current~~serves ~~Report shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934,~~ as ~~amended~~a ~~(the~~director ~~“Exchange Act”), or incorporated by reference in any filing under the Securities Act~~ of ~~1933,~~Proximus ~~as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing~~plc.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.						Description
99.01						Press Release issued by Cadence Design Systems, Inc. on October 27, 2025.
99.1						Cadence Design Systems, Inc. Press Release dated November 17, 2025
99.02						CFO Commentary on Results of Quarter Ended September 30, 2025.
104						Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: ~~October~~November 2717, 2025

CADENCE DESIGN SYSTEMS, INC. By: /s/ ~~John~~Marc M.Taxay ~~Wall~~Marc ~~John~~Taxay ~~M. Wall~~ Senior Vice President, ~~and~~General ~~Chief~~Counsel ~~Financial~~and ~~Officer~~Corporate Secretary

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