Cunningham Paul 4

What Happened

• Paul Cunningham, Senior Vice President at Cadence Design Systems (CDNS), received two grants of performance-based restricted stock units (RSUs) on 2026-03-18: 39,032 RSUs and 7,364 RSUs (acquired at $0.00, i.e., awards). On the same date, 3,546 shares were withheld/disposed to satisfy tax withholding obligations at $289.64 per share, a withholding value of $1,027,063.
• This transaction is not an open-market purchase or a sale for investment purposes; it reflects RSUs meeting performance criteria and vesting, with a portion of shares retained by the company to cover taxes (a routine, cashless tax-withholding settlement).

Key Details

• Transaction date(s): 2026-03-18; Form filed: 2026-03-20 (appears timely — within the usual two business-day reporting window).
• Awards: 39,032 RSUs (F1) and 7,364 RSUs (F2) granted/issued at $0.00 (performance-based); 3,546 shares withheld (F3) at $289.64 to satisfy taxes (total ≈ $1,027,063).
• Shares owned after the transaction: not specified in the provided filing details.
• Footnotes: F1 = performance-based RSUs that met performance criteria; F2 = performance-based RSUs that met criteria and vest in three equal annual installments subject to continued service; F3 = shares withheld to satisfy tax obligations on vested RSUs.
• Transaction codes: A = award/grant (acquisition), F = payment of exercise price or tax liability (share withholding).

Context

• The withheld 3,546 shares reflect a common net-settlement/tax-withholding on vesting of RSUs, not a discretionary sale in the market; insiders often have shares withheld to cover withholding taxes when awards vest.
• These awards indicate compensation tied to performance metrics being satisfied; they are routine executive compensation events and should not be read alone as a buy/sell signal.