Form 8-K

8-K — CADENCE DESIGN SYSTEMS INC

Accession: 0000813672-26-000044

Filed: 2026-04-27

Period: 2026-04-27

CIK: 0000813672

SIC: 7372 (SERVICES-PREPACKAGED SOFTWARE)

Item: Results of Operations and Financial Condition

Item: Financial Statements and Exhibits

Documents

8-K — cdns-20260427.htm (Primary)

EX-99.01 — PRESS RELEASE (cdns04272026ex9901.htm)

EX-99.02 — CFO COMMENTARY (cfocommentary04272026ex9902.htm)

GRAPHIC (image0a22.jpg)

XML — IDEA: XBRL DOCUMENT (R1.htm)

8-K

8-K (Primary)

Filename: cdns-20260427.htm · Sequence: 1

cdns-20260427

0000813672false00008136722026-04-272026-04-27

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): April 27, 2026

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 2.02. 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 incorporated herein by reference.

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

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No. Description

99.01

Press Release issued by Cadence Design Systems, Inc. on April 27, 2026.

99.02

CFO Commentary on Results of Quarter Ended March 31, 2026.

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: April 27, 2026

CADENCE DESIGN SYSTEMS, INC.

By:

/s/ John M. Wall

John M. Wall

Senior Vice President and Chief Financial Officer

EX-99.01 — PRESS RELEASE

EX-99.01

Filename: cdns04272026ex9901.htm · Sequence: 2

Document

Exhibit 99.01

Cadence Reports First Quarter 2026 Financial Results

Record Backlog of $8.0 Billion

Raising 2026 Revenue Outlook to ~17% YoY Growth

SAN JOSE, Calif. — April 27, 2026 — Cadence (Nasdaq: CDNS) today announced results for the first quarter of 2026.

First Quarter 2026 Financial Results

•Revenue of $1.474 billion, compared to revenue of $1.242 billion in Q1 2025

•GAAP operating margin of 29.3%, compared to 29.1% in Q1 2025

•Non-GAAP operating margin of 44.7%, compared to 41.7% in Q1 2025

•GAAP diluted net income per share of $1.23, compared to $1.00 in Q1 2025

•Non-GAAP diluted net income per share of $1.96, compared to $1.57 in Q1 2025

•Quarter-end backlog was $8.0 billion and revenue expected to be recognized in the next 12 months from remaining performance obligations was $4.0 billion

“Cadence had a strong start to 2026, delivering a solid Q1 with accelerating AI demand and record backlog, reflecting strong customer commitment to our AI-driven portfolio,” said Anirudh Devgan, president and chief executive officer. “Cadence is leading the agentic AI transformation in semiconductor and system design, pioneering the industry's most advanced and comprehensive agentic AI full-flow platform, AgentStack, integrated with ChipStack, ViraStack, and InnoStack Super Agents.”

“Cadence delivered excellent results for the first quarter of 2026, with broad-based strength across all our businesses,” said John Wall, senior vice president and chief financial officer. “With robust design activity and solid execution, we are raising our 2026 revenue outlook to 17% year-over-year growth.”

CFO Commentary

Commentary on the first quarter of 2026 financial results by John Wall, senior vice president and chief financial officer, is available at www.cadence.com/cadence/investor_relations.

Business Outlook

For fiscal year 2026, the company expects:

•Revenue in the range of $6.125 billion to $6.225 billion

•GAAP operating margin in the range of 27.5% to 28.5%

•Non-GAAP operating margin in the range of 43.5% to 44.5%

•GAAP diluted net income per share in the range of $4.39 to $4.49

•Non-GAAP diluted net income per share in the range of $7.85 to $7.95

The company utilizes a long-term projected non-GAAP tax rate, which reflects currently available information, as well as other factors and assumptions. The non-GAAP tax rate is subject to change for a variety of reasons, including the rapidly evolving global tax environment, significant changes in the company’s geographic earnings mix, or other changes to the company’s strategy or business operations. The company expects to use the current normalized non-GAAP tax rate through fiscal 2026 but will re-evaluate this rate periodically for significant items that may materially affect its projections.

Reconciliations of the financial results and business outlook from GAAP operating margin, GAAP net income and GAAP diluted net income per share to non-GAAP operating margin, non-GAAP net income and non-GAAP diluted net income per share, respectively, are included in this press release. Revenue growth outlook is based on the midpoint of the range.

Business Highlights

•Launched AgentStack, an orchestration framework for Cadence's AI Super Agents that enables knowledge sharing and extensibility from chips to 3D-IC and systems

•Launched ViraStack AI Super Agent for analog and custom design and the InnoStack AI Super Agent for digital implementation and signoff. Along with the ChipStack AI Super Agent for RTL and verification, Cadence now provides agentic AI solutions spanning the entire chip design spectrum

•Core EDA revenue grew 18% year‑over‑year, driven by expanding customer adoption of Cadence’s AI‑driven solutions, with continued strength in advanced digital implementation, custom, and verification at leading AI infrastructure and semiconductor customers

•Hardware delivered a record quarter, led by strong demand from AI and high‑performance computing customers, along with growing adoption in automotive and robotics markets

•IP business achieved 22% year‑over‑year growth, fueled by robust demand from AI infrastructure, HPC, and automotive workloads and continued adoption of Cadence’s Star IP portfolio, including HBM, LPDDR, PCIe, SerDes, and foundation IP

•System Design and Analysis revenue increased 18% year-over-year. With the close of the Hexagon D&E acquisition, Cadence added leading structural and multibody dynamics technologies and is well positioned to capitalize on the emerging Physical AI opportunity

Audio Webcast Scheduled

Anirudh Devgan, president and chief executive officer, and John Wall, senior vice president and chief financial officer, will host the first quarter 2026 financial results audio webcast today, April 27, 2026, at 2 p.m. (Pacific) / 5 p.m. (Eastern). Attendees are asked to register at the website at least 10 minutes prior to the scheduled webcast. An archive of the webcast will be available starting April 27, 2026 at 5 p.m. (Pacific) and ending June 16, 2026 at 5 p.m. (Pacific). Webcast access is available at www.cadence.com/cadence/investor_relations.

About Cadence

Cadence is a market leader in AI and digital twins, pioneering the application of computational software to accelerate innovation in the engineering design of silicon to systems. Our design solutions, based on Cadence’s Intelligent System Design™ strategy, are essential for the world’s leading semiconductor and systems companies to build their next-generation products from chips to full electromechanical systems that serve a wide range of markets, including hyperscale computing, mobile communications, automotive, aerospace, industrial, life sciences and robotics. In 2024, Cadence was recognized by the Wall Street Journal as one of the world’s top 100 best-managed companies. Cadence solutions offer limitless opportunities—learn more at www.cadence.com.

© 2026 Cadence Design Systems, Inc. All rights reserved worldwide. Cadence, the Cadence logo and the other Cadence marks found at www.cadence.com/go/trademarks are trademarks or registered trademarks of Cadence Design Systems, Inc. All other trademarks are the property of their respective owners.

This press release contains forward-looking statements, including Cadence’s outlook on future operating results, financial condition, strategic objectives, business model and prospects, technology and product developments, customer adoption and demand, strategic relationships, impact of Cadence's acquisition of Hexagon's design and engineering (“D&E”) business, backlog, industry trends, market growth, tax rates and other statements using words such as “anticipates,” “believes,” “expects,” “intends,” “plans,” “will,” and words of similar import and the negatives thereof. Forward-looking statements are subject to a number of risks, uncertainties and other factors, many of which are outside Cadence’s control, and which may cause actual results to differ materially from expectations expressed or implied in the forward-looking statements, including, among others: (i) Cadence’s ability to compete successfully in the highly competitive industries in which it operates and realize the benefits of its investments in research and development, including opportunities presented by AI; (ii) the success of Cadence’s efforts to maintain and improve operational efficiency and growth; (iii) the mix of products and services sold, the timing of orders and deliveries and the ability to develop, install or deliver Cadence’s products or services; (iv) changes in customer demands or supply constraints that could result in delays in purchases, development, installations or deliveries of Cadence’s products or services, including those resulting from consolidation, restructurings and other operational efficiency improvements of Cadence’s customers; (v) economic, geopolitical and industry conditions, including export controls, tariffs, other trade restrictions and other government regulations, as well as rising tensions and armed conflicts around the world; (vi) changes in tax laws, interest rate and currency exchange rate fluctuations, inflation rates, Cadence’s increased debt levels and obligations and Cadence’s ability to repay debt or access capital and debt markets in the future; (vii) legislative or regulatory requirements; (viii) Cadence’s pending acquisitions, acquisition of the D&E business and other companies, businesses or technologies or the failure to successfully integrate and operate them; (ix) harm caused by compromises in cybersecurity and cybersecurity attacks; (x) capital expenditure requirements and events that affect cash flow, liquidity or reserves, or estimates Cadence may take from time to time with respect to accounts receivable, taxes and tax examinations, litigation, regulatory or other matters; (xi) the effects of any litigation, regulatory, tax or other proceedings to which Cadence is or may become a party or to which Cadence or its products, services, technologies or properties are subject, including Cadence’s ongoing compliance, cooperation, audit and other obligations under its July 2025 settlement agreements with the U.S. Department of Justice (“DOJ”) and Bureau of Industry and Security (“BIS”), any further inquiries or adverse actions by the DOJ, BIS or other U.S. or foreign governmental authorities and any impact of the settlements on Cadence’s operations and business dealings in China, U.S. government contracting business and other customer relationships; and (xii) Cadence’s ability to successfully meet any environmental, social and governance targets and practices. In addition, the timing and amount of Cadence’s repurchases of its common stock are subject to business and market conditions, corporate and regulatory requirements, stock price, acquisition opportunities and other factors.

For a detailed discussion of these and other cautionary statements related to Cadence and its business, please refer to Cadence’s filings with the U.S. Securities and Exchange Commission, including its most recent report on Form 10-K, subsequent reports on Form 10-Q and future filings.

All forward-looking statements in this press release are based on management's expectations as of the date of this press release and, except as required by law, Cadence disclaims any obligation to update these forward-looking statements to reflect future events or circumstances.

GAAP to Non-GAAP Reconciliation

Non-GAAP financial measures should not be considered as a substitute for or superior to measures of financial performance prepared in accordance with generally accepted accounting principles, or GAAP. Investors are encouraged to review the reconciliation of non-GAAP measures contained within this press release with their most directly comparable GAAP results. Investors are also encouraged to look at the GAAP results as the best measure of financial performance.

To supplement Cadence’s financial results presented on a GAAP basis, Cadence management uses non-GAAP measures that it believes are helpful in understanding Cadence’s performance. One such measure is non-GAAP net income, which is a financial measure not calculated under GAAP. Non-GAAP net income is calculated by Cadence management by taking GAAP net income and excluding, as applicable, amortization of intangible assets, stock-based compensation expense, acquisition and integration-related costs including retention expenses, income or expenses related to foreign currency forward exchange contract and settlement associated with an acquisition, investments, divestitures and Cadence’s non-qualified deferred compensation plan, restructuring, loss related to contingent liability and other significant items not directly related to Cadence’s core business operations, and the income tax effect of non-GAAP pre-tax adjustments.

Cadence management uses non-GAAP net income because it excludes items that are generally not directly related to the performance of Cadence’s core business operations and therefore provides supplemental information to Cadence management and investors regarding the performance of the business operations, facilitates comparisons to the historical operating results and allows the review of Cadence's business from the same perspective as Cadence management, including forecasting and budgeting.

The following tables reconcile the specific items excluded from GAAP operating margin, GAAP net income and GAAP net income per diluted share in the calculation of non-GAAP operating margin, non-GAAP net income and non-GAAP net income per diluted share for the periods shown below:

Operating Margin Reconciliation Three Months Ended

March 31, 2026 March 31, 2025

(unaudited)

GAAP operating margin as a percent of total revenue

29.3%

29.1%

Reconciling items to non-GAAP operating margin as a percent of total revenue:

Stock-based compensation expense

9.4%

8.7%

Amortization of acquired intangibles

3.4%

2.0%

Acquisition and integration-related costs

2.8%

1.8%

Restructuring

0.0%

Non-qualified deferred compensation credits

(0.2)%

(0.1)%

Special charges

0.0%

0.2%

Non-GAAP operating margin as a percent of total revenue

44.7%

41.7%

Net Income Reconciliation Three Months Ended

March 31, 2026 March 31, 2025

(in thousands) (unaudited)

Net income on a GAAP basis $ 335,660 $ 273,579

Stock-based compensation expense 138,183 107,613

Amortization of acquired intangibles 50,949 25,416

Acquisition and integration-related costs 41,258 23,105

Restructuring (5) (109)

Non-qualified deferred compensation credits

(2,826) (1,573)

Special charges

— 1,988

Other income or expense related to foreign currency forward exchange contract and settlement associated with an acquisition

(3,135) —

Other income or expense related to investments, divestitures and non-qualified deferred compensation plan assets

(11,177) 3,332

Income tax effect of non-GAAP adjustments (13,380) (2,939)

Net income on a non-GAAP basis $ 535,527 $ 430,412

Diluted Net Income Per Share Reconciliation Three Months Ended

March 31, 2026 March 31, 2025

(in thousands, except per share data) (unaudited)

Diluted net income per share on a GAAP basis $ 1.23 $ 1.00

Stock-based compensation expense 0.50 0.39

Amortization of acquired intangibles 0.19 0.09

Acquisition and integration-related costs 0.15 0.09

Restructuring — —

Non-qualified deferred compensation credits

(0.01) (0.01)

Special charges

— 0.01

Other income or expense related to foreign currency forward exchange contract and settlement associated with an acquisition

(0.01) —

Other income or expense related to investments, divestitures and non-qualified deferred compensation plan assets

(0.04) 0.01

Income tax effect of non-GAAP adjustments (0.05) (0.01)

Diluted net income per share on a non-GAAP basis $ 1.96 $ 1.57

Shares used in calculation of diluted net income per share 273,725 273,631

For more information, please contact:

Cadence Investor Relations

408-944-7100

investor_relations@cadence.com

Cadence Newsroom

408-944-7039

newsroom@cadence.com

Cadence Design Systems, Inc.

Condensed Consolidated Balance Sheets

March 31, 2026 and December 31, 2025

(In thousands)

(Unaudited)

March 31, 2026 December 31, 2025

Current assets:

Cash and cash equivalents $ 1,406,668 $ 3,001,317

Receivables, net 1,033,814 944,939

Inventories 317,951 303,545

Prepaid expenses and other 421,967 419,872

Total current assets 3,180,400 4,669,673

Property, plant and equipment, net 536,903 517,004

Goodwill 4,929,581 2,749,143

Acquired intangibles, net 1,933,262 718,223

Deferred taxes 843,209 917,733

Other assets 674,999 581,372

Total assets $ 12,098,354 $ 10,153,148

Current liabilities:

Revolving credit facility $ 425,000 $ —

Accounts payable and accrued liabilities 863,910 856,856

Current portion of deferred revenue 873,598 778,435

Total current liabilities 2,162,508 1,635,291

Long-term liabilities:

Long-term portion of deferred revenue 146,574 155,997

Long-term debt 2,481,170 2,480,150

Other long-term liabilities 746,639 407,529

Total long-term liabilities 3,374,383 3,043,676

Stockholders’ equity 6,561,463 5,474,181

Total liabilities and stockholders’ equity $ 12,098,354 $ 10,153,148

Cadence Design Systems, Inc.

Condensed Consolidated Income Statements

For the Three Months Ended March 31, 2026 and March 31, 2025

(In thousands, except per share amounts)

(Unaudited)

Three Months Ended

March 31, 2026 March 31, 2025

Revenue:

Product and maintenance $ 1,348,922 $ 1,110,850

Services 125,298 131,516

Total revenue 1,474,220 1,242,366

Costs and expenses:

Cost of product and maintenance 153,312 116,672

Cost of services 61,235 50,461

Marketing and sales 211,485 202,700

Research and development 508,437 439,102

General and administrative 88,217 63,098

Amortization of acquired intangibles 20,210 8,922

Restructuring (5) (109)

Total costs and expenses 1,042,891 880,846

Income from operations 431,329 361,520

Interest expense (31,613) (29,118)

Other income, net

28,387 23,290

Income before provision for income taxes

428,103 355,692

Provision for income taxes

92,443 82,113

Net income $ 335,660 $ 273,579

Net income per share - basic $ 1.23 $ 1.01

Net income per share - diluted $ 1.23 $ 1.00

Weighted average common shares outstanding - basic 272,061 271,973

Weighted average common shares outstanding - diluted 273,725 273,631

Cadence Design Systems, Inc.

Condensed Consolidated Statements of Cash Flows

For the Three Month Ended March 31, 2026 and March 31, 2025

(In thousands)

(Unaudited)

Three Month Ended

March 31, 2026 March 31, 2025

Cash and cash equivalents at beginning of period

$ 3,001,317 $ 2,644,030

Cash flows from operating activities:

Net income 335,660 273,579

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation and amortization 84,622 52,916

Stock-based compensation 138,183 107,613

(Gain) loss on divestitures and investments, net

(13,925) 1,791

Deferred income taxes 73,128 (1,861)

ROU asset amortization and change in operating lease liabilities (250) (1,446)

Other non-cash items 1,629 862

Changes in operating assets and liabilities, net of effect of acquired businesses:

Receivables (18,548) 102,136

Inventories (31,376) 15,018

Prepaid expenses and other 9,100 10,316

Other assets (1,870) 12,237

Accounts payable and accrued liabilities (232,568) (69,621)

Deferred revenue 20,422 (14,377)

Other long-term liabilities (8,425) (2,142)

Net cash provided by operating activities 355,782 487,021

Cash flows from investing activities:

Purchases of investments (29,064) (11,469)

Proceeds from the sale and maturity of investments 40,443 1,246

Proceeds from the sale of IP and other assets

— 11,500

Purchases of property, plant and equipment (48,820) (23,061)

Cash paid in business combinations, net of cash acquired (2,074,534) —

Net cash used for investing activities (2,111,975) (21,784)

Cash flows from financing activities:

Proceeds from revolving credit facility

425,000 —

Proceeds from issuance of common stock 72,610 76,789

Stock received for payment of employee taxes on vesting of restricted stock (123,094) (72,566)

Payments for repurchases of common stock (200,000) (350,007)

Net cash provided by (used for) financing activities

174,516 (345,784)

Effect of exchange rate changes on cash and cash equivalents (12,972) 14,191

Increase (decrease) in cash and cash equivalents

(1,594,649) 133,644

Cash and cash equivalents at end of period

$ 1,406,668 $ 2,777,674

Cadence Design Systems, Inc.

(Unaudited)

Revenue Mix by Geography (% of Total Revenue)

2025 2026

GEOGRAPHY Q1 Q2 Q3 Q4 Year Q1

Americas 48 % 49 % 43 % 47 % 47 % 45 %

China 11 % 9 % 18 % 12 % 13 % 13 %

Other Asia 19 % 19 % 18 % 20 % 19 % 20 %

Europe, Middle East and Africa 16 % 16 % 14 % 14 % 15 % 16 %

Japan 6 % 7 % 7 % 7 % 6 % 6 %

Total 100 % 100 % 100 % 100 % 100 % 100 %

Revenue Mix by Product Category (% of Total Revenue)

2025 2026

PRODUCT CATEGORY Q1 Q2 Q3 Q4 Year Q1

Core EDA

71 % 71 % 71 % 69 % 70 % 71 %

Semiconductor IP

14 % 13 % 14 % 15 % 14 % 14 %

System Design and Analysis 15 % 16 % 15 % 16 % 16 % 15 %

Total 100 % 100 % 100 % 100 % 100 % 100 %

Cadence Design Systems, Inc.

Impact of Non-GAAP Adjustments on Forward Looking Operating Margin

As of April 27, 2026

(Unaudited)

Three Months Ending

June 30, 2026

Year Ending

December 31, 2026

Forecast Forecast

GAAP operating margin as a percent of total revenue

28.5% - 29.5%

27.5% - 28.5%

Reconciling items to non-GAAP operating margin as a percent of total revenue:

Stock-based compensation expense

Amortization of acquired intangibles

Acquisition and integration-related costs

Non-GAAP operating margin as a percent of total revenue†

44.5% - 45.5%

43.5% - 44.5%

† The non-GAAP measures presented in the table above should not be considered a substitute for financial results and measures determined or calculated in accordance with GAAP.

Cadence Design Systems, Inc.

Impact of Non-GAAP Adjustments on Forward Looking Diluted Net Income Per Share

As of April 27, 2026

(Unaudited)

Three Months Ending

June 30, 2026

Year Ending

December 31, 2026

Forecast Forecast

Diluted net income per share on a GAAP basis

$1.07 to $1.13

$4.39 to $4.49

Stock-based compensation expense 0.54 2.06

Amortization of acquired intangibles 0.29 1.04

Acquisition and integration-related costs 0.10 0.40

Non-qualified deferred compensation credits

— (0.01)

Other income or expense related to foreign currency forward exchange contract and settlement associated with an acquisition

— (0.01)

Other income or expense related to investments, divestitures and non-qualified deferred compensation plan assets

— (0.04)

Income tax effect of non-GAAP adjustments 0.02 0.02

Diluted net income per share on a non-GAAP basis†

$2.02 to $2.08

$7.85 to $7.95

†

The non-GAAP measures presented in the table above should not be considered a substitute for financial results and measures determined or calculated in accordance with GAAP.

Cadence Design Systems, Inc.

Impact of Non-GAAP Adjustments on Forward Looking Net Income

As of April 27, 2026

(Unaudited)

Three Months Ending

June 30, 2026

Year Ending

December 31, 2026

($ in millions) Forecast Forecast

Net income on a GAAP basis

$296 to $312

$1,212 to $1,239

Stock-based compensation expense 148 569

Amortization of acquired intangibles 79 286

Acquisition and integration-related costs 28 111

Non-qualified deferred compensation credits

— (3)

Other income or expense related to foreign currency forward exchange contract and settlement associated with an acquisition

— (3)

Other income or expense related to investments, divestitures and non-qualified deferred compensation plan assets

— (11)

Income tax effect of non-GAAP adjustments 6 6

Net income on a non-GAAP basis†

$557 to $573

$2,167 to $2,194

†

The non-GAAP measures presented in the table above should not be considered a substitute for financial results and measures determined or calculated in accordance with GAAP.

EX-99.02 — CFO COMMENTARY

EX-99.02

Filename: cfocommentary04272026ex9902.htm · Sequence: 3

Document

Exhibit 99.02

CADENCE REPORTS FIRST QUARTER

2026

CADENCE DESIGN SYSTEMS, INC.

CFO COMMENTARY

Key Takeaways

• Exceeded Q1 revenue and EPS guidance

• Record backlog of ~$8.0 billion

• Raising 2026 revenue growth outlook to ~17% at the midpoint

Q2 2026 Outlook

• Revenue: $1.555 billion - $1.595 billion

• GAAP operating margin: 28.5% - 29.5%

• Non-GAAP operating margin: 44.5% - 45.5%

• GAAP EPS: $1.07 - $1.13

• Non-GAAP EPS: $2.02 - $2.08

• Expect to use approximately $200 million to repurchase Cadence shares in Q2

Q1 2026 KEY METRICS

• Revenue: $1.474 billion

• GAAP operating margin: 29.3%

• Non-GAAP operating margin: 44.7%

• GAAP EPS: $1.23

• Non-GAAP EPS: $1.96

• Operating cash flow: $356 million

FY 2026 Outlook

• Revenue: $6.125 billion - $6.225 billion

• GAAP operating margin: 27.5% - 28.5%

• Non-GAAP operating margin: 43.5% - 44.5%

• GAAP EPS: $4.39 - $4.49

• Non-GAAP EPS: $7.85 - $7.95

• Operating cash flow: $1.875 billion - $1.975 billion

• Expect to use approximately 50% of free cash flow to repurchase Cadence shares for the year

Financial Results Webcast

Our Q1 2026 financial results webcast will begin April 27, 2026 at 2:00 p.m. (Pacific). The webcast may be accessed at www.cadence.com/cadence/investor_relations. An archive of the webcast will be available on April 27, 2026 until 5:00 p.m. (Pacific) on June 16, 2026.

April 27, 2026

Cadence Q1 2026 Financial Results

Cadence Design Systems, Inc.

Financial Metrics

(In Millions, except per share data) 2021 2022

2023

2024

2025

2026E

Revenue $ 2,988 $ 3,562 $ 4,090 $ 4,641 $ 5,297

$6,125- $6,225

Revenue growth 11% 19% 15% 13%

14%

16% - 18%

3-year CAGR*

12% 15% 15% 16%

14%

~15%

GAAP operating expenses $ 2,209 $ 2,488 $ 2,839 $ 3,291 $ 3,805

$4,421

GAAP operating expense growth 8% 13% 14% 16% 16%

~16%

Non-GAAP operating expenses $ 1,877 $ 2,125 $ 2,373 $ 2,667 $ 2,935

$3,458

Non-GAAP operating expense growth 8% 13% 12% 12%

10%

~18%

GAAP operating margin

26.1% 30.1% 30.6% 29.1%

28.2%

27.5% - 28.5%

Non-GAAP operating margin 37.2% 40.3% 42.0% 42.5%

44.6%

43.5% - 44.5%

Rule of 40 Metric**

48.6%

59.5%

56.8%

56.0%

58.7%

~61%

GAAP earnings per share $ 2.50 $ 3.09 $ 3.82 $ 3.85 $ 4.06

$4.39 - $4.49

Non-GAAP earning per share $ 3.29 $ 4.27 $ 5.15 $ 5.97 $ 7.14

$7.85 - $7.95

Non-GAAP EPS growth*

18% 30% 21% 16%

20%

11 %

3-year Non-GAAP EPS CAGR*

21% 25% 23% 22%

19%

15 %

Weighted average diluted shares outstanding

278.9 275.0

272.7

273.8

273.3

275 - 277

Cash flow from operations 1,101 1,242

1,349

1,261

1,729

$1,875 - $1,975

Capital expenditures 65 123

102

143

142

~$240

* At midpoint of outlook.

** Rule of 40 Metric = Revenue growth % + Non-GAAP operating margin %.

Profitability Trends

(In Millions) 2021 2022

2023

2024

2025

2026E*

Revenue

$ 2,988 $ 3,562 $ 4,090 $ 4,641 $ 5,297 $ 6,175

Revenue Growth

11% 19%

15%

13%

14%

17%

3-Year Revenue Growth CAGR

12% 15% 15%

16%

14%

15%

GAAP operating margin 26.1% 30.1% 30.6% 29.1%

28.2%

28%

Non-GAAP operating margin 37.2% 40.3% 42.0% 42.5%

44.6%

44.0%

Stock-based compensation

(7.0)%

(7.6)%

(8.0)%

(8.4)%

(8.6)%

(9.2)%

Non-GAAP operating margin adjusted for stock-based compensation

30.2%

32.7%

34.0%

34.1%

36.0%

34.8%

GAAP operating income $ 779 $ 1,074 $ 1,251 $ 1,351 $ 1,492 $ 1,754

Non-GAAP operating income $ 1,111 $ 1,436 $ 1,717 $ 1,974 $ 2,361 $ 2,717

Non-GAAP operating income adjusted for stock-based compensation $ 901 $ 1,166 $ 1,391 $ 1,583 $ 1,906 $ 2,148

* At midpoint of outlook.

April 27, 2026

Cadence Q1 2026 Financial Results

Cadence Design Systems, Inc.

Second Quarter 2026 Financial Outlook

Q2 2025

Q1 2026

Q2 2026E

Total Revenue ($ Millions) $ 1,275 $ 1,474

$1,555 - $1,595

Q/Q Growth

5% - 8%

Y/Y Growth

19%

22% - 25%

GAAP Operating Margin

19.0%

29.3%

28.5% - 29.5%

Non-GAAP Operating Margin

42.8%

44.7%

44.5% - 45.5%

GAAP EPS $ 0.59 $ 1.23

$1.07 - $1.13

Non-GAAP EPS $ 1.65 $ 1.96

$2.02 - $2.08

Fiscal Year 2026 Financial Outlook

Previous Current

FY 2025

FY 2026E

Recurring Revenue

80%

~80%

Total Revenue ($ Millions) $ 5,297

$5,900 - $6,000

$6,125 - $6,225

Y/Y Growth

14%

11% - 13%

16% - 18%

Revenue from Beginning Backlog

~69%

~67%

~66%

GAAP Operating Margin

28.2%

31.75% - 32.75%

27.5% - 28.5%

Non-GAAP Operating Margin

44.6%

44.75% - 45.75%

43.5% - 44.5%

GAAP Other Income & Expense ($ Millions) $ 30

$(43) - $(33)

$(101) - $(81)

Non-GAAP Other Income & Expense ($ Millions) $ (24)

$(43) - $(33)

$(115) - $(95)

GAAP Tax Rate

27.1%

~27%

~26%

Non-GAAP Tax Rate 16.5% 16.5% 16.5%

Weighted Average Diluted Shares Outstanding (Millions)

273.3

272.5 - 274.5

275 - 277

GAAP EPS $ 4.06

$4.95 - $5.05

$4.39 - $4.49

Y/Y Growth

22% - 24%

8% - 11%

Non-GAAP EPS $ 7.14

$8.05 - $8.15

$7.85 - $7.95

Y/Y Growth

20%

13% - 14%

10% - 11%

Cash Flow from Operations ($ Millions) $ 1,729

~$2,000

$1,875 - $1,975

DSO

~55

~65

Capital Expenditures ($ Millions) $ 142

~$210

~$240

April 27, 2026

Cadence Q1 2026 Financial Results

Cadence Design Systems, Inc.

First Quarter Financial Results

Backlog

(In Billions)

2022

2023

2024

2025

Q1 2026

Backlog $ 5.8 $ 6.0 $ 6.8 $ 7.8 $ 8.0

Revenue

(In Millions)

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

Product and Maintenance $ 1,111 $ 1,170 $ 1,208 $ 1,332 $ 1,349

Services 131 105 131 108 125

Total Revenue $ 1,242 $ 1,275 $ 1,339 $ 1,440 $ 1,474

Recurring and Up-Front Revenue

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

Revenue Recognized Over Time

77 % 73 % 78 % 77 % 73 %

Other Recurring Revenue

5 % 5 % 4 % 2 % 4 %

Recurring Revenue

82 % 78 % 82 % 79 % 77 %

Up-Front Revenue

18 % 22 % 18 % 21 % 23 %

Total Revenue

100 % 100 % 100 % 100 % 100 %

Trailing Twelve Months Recurring and Up-Front Revenue

Trailing Twelve Months Ended

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

Recurring Revenue 82 % 80 % 80 % 80 % 79 %

Up-Front Revenue 18 % 20 % 20 % 20 % 21 %

Total 100 % 100 % 100 % 100 % 100 %

Revenue Mix by Geography

(% of Total Revenue)

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

Americas 48 % 49 % 43 % 47 % 45 %

China 11 % 9 % 18 % 12 % 13 %

Other Asia 19 % 19 % 18 % 20 % 20 %

Europe, Middle East and Africa 16 % 16 % 14 % 14 % 16 %

Japan 6 % 7 % 7 % 7 % 6 %

Total 100 % 100 % 100 % 100 % 100 %

Revenue Mix by Product Category

(% of Total Revenue)

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

Core EDA

71 % 71 % 71 % 69 % 71 %

Semiconductor IP

14 % 13 % 14 % 15 % 14 %

System Design and Analysis 15 % 16 % 15 % 16 % 15 %

Total 100 % 100 % 100 % 100 % 100 %

April 27, 2026

Cadence Q1 2026 Financial Results

Cadence Design Systems, Inc.

Gross Margin

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

GAAP Gross Margin 86.5 % 85.6 % 86.4 % 86.9 % 85.4 %

Non-GAAP Gross Margin 88.4 % 87.2 % 88.0 % 88.5 % 88.0 %

Total Costs and Expenses

(In Millions)

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

Total GAAP Costs and Expenses $ 881 $ 1,034 $ 913 $ 977 $ 1,043

Total Non-GAAP Costs and Expenses $ 724 $ 729 $ 701 $ 781 $ 815

Operating Margin

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

GAAP Operating Margin 29.1 % 19.0 % 31.8 % 32.2 % 29.3 %

Non-GAAP Operating Margin 41.7 % 42.8 % 47.6 % 45.8 % 44.7 %

Net Income Per Share

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

GAAP Net Income Per Share $ 1.00 $ 0.59 $ 1.05 $ 1.42 $ 1.23

Non-GAAP Net Income Per Share $ 1.57 $ 1.65 $ 1.93 $ 1.99 $ 1.96

Total DSO

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

DSO

Balance Sheet and Cash Review

Free Cash Flow

(In Millions)

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

Net Cash from Operating Activities $ 487 $ 378 $ 311 $ 553 $ 356

Capital Expenditures 23 44 34 41 49

Free Cash Flow $ 464 $ 334 $ 277 $ 512 $ 307

Cash and Cash Equivalents

(In Millions)

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

Cash and Cash Equivalents $ 2,778 $ 2,823 $ 2,753 $ 3,001 $ 1,407

•Approximately 21 percent of our cash and cash equivalents were in the U.S. at quarter-end.

Debt

(In Millions)

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

Debt (principal value)

$ 2,500 $ 2,500 $ 2,500 $ 2,500 $ 2,925

Share Repurchase

(In Millions)

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

Share Repurchase $ 350 $ 175 $ 200 $ 200 $ 200

Number of Shares 1.361 0.607 0.584 0.613 0.671

Employees

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

Headcount 12,837 13,152 13,693 13,800 15,110

April 27, 2026

Cadence Q1 2026 Financial Results

Cadence Design Systems, Inc.

Forward Looking Statements

This CFO Commentary contains forward-looking statements, including Cadence's outlook on future operating results, financial condition, strategic objectives, business model and prospects, technology and product developments, customer adoption and demand, strategic relationships, impact of Cadence's acquisition of Hexagon's design and engineering (“D&E”) business, backlog, industry trends, market growth, tax rates and other statements using words such as “anticipates,” “believes,” “expects,” “intends,” “plans,” “will,” and words of similar import and the negatives thereof. Forward-looking statements are subject to a number of risks, uncertainties and other factors, many of which are outside Cadence’s control and which may cause actual results to differ materially from expectations expressed or implied in the forward-looking statements, including, among others: (i) Cadence’s ability to compete successfully in the highly competitive industries in which it operates and realize the benefits of its investments in research and development, including opportunities presented by AI; (ii) the success of Cadence’s efforts to maintain and improve operational efficiency and growth; (iii) the mix of products and services sold, the timing of orders and deliveries and the ability to develop, install or deliver Cadence’s products or services; (iv) changes in customer demands or supply constraints that could result in delays in purchases, development, installations or deliveries of Cadence’s products or services, including those resulting from consolidation, restructurings and other operational efficiency improvements of Cadence’s customers; (v) economic, geopolitical and industry conditions, including export controls, tariffs, other trade restrictions and other government regulations, as well as rising tensions and armed conflicts around the world; (vi) changes in tax laws, interest rate and currency exchange rate fluctuations, inflation rates, Cadence’s increased debt levels and obligations and Cadence’s ability to repay debt or access capital and debt markets in the future; (vii) legislative or regulatory requirements; (viii) Cadence’s pending acquisitions, acquisition of the D&E business and other companies, businesses or technologies or the failure to successfully integrate and operate them; (ix) harm caused by compromises in cybersecurity and cybersecurity attacks; (x) capital expenditure requirements and events that affect cash flow, liquidity or reserves, or estimates Cadence may take from time to time with respect to accounts receivable, taxes and tax examinations, litigation, regulatory or other matters; (xi) the effects of any litigation, regulatory, tax or other proceedings to which Cadence is or may become a party or to which Cadence or its products, services, technologies or properties are subject, including Cadence’s ongoing compliance, cooperation, audit and other obligations under its July 2025 settlement agreements with the U.S. Department of Justice (“DOJ”) and Bureau of Industry and Security (“BIS”), any further inquiries or adverse actions by the DOJ, BIS or other U.S. or foreign governmental authorities and any impact of the settlements on Cadence’s operations and business dealings in China, U.S. government contracting business and other customer relationships; and (xii) Cadence’s ability to successfully meet any environmental, social and governance targets and practices. In addition, the timing and amount of Cadence’s repurchases of its common stock are subject to business and market conditions, corporate and regulatory requirements, stock price, acquisition opportunities and other factors.

All forward-looking statements in this document are based on management's expectations as of the date of this document and, except as required by law, Cadence disclaims any obligation to update these forward-looking statements to reflect future events or circumstances.

GAAP to Non-GAAP Reconciliation

Non-GAAP financial measures should not be considered as a substitute for or superior to measures of financial performance prepared in accordance with GAAP. Investors are encouraged to review the reconciliation of non-GAAP financial measures contained within this CFO Commentary with their most directly comparable GAAP financial results. Investors are also encouraged to look at the GAAP results as the best measure of financial performance. See our earnings press release issued today for further discussion of our non-GAAP financial measures, as well as the reconciliation provided in the Appendix to this CFO Commentary.

Cadence’s management uses non-GAAP net income because it excludes items that are generally not directly related to the performance of the company’s core business operations and therefore provides supplemental information to Cadence’s management and investors regarding the performance of the business operations, facilitates comparisons to the historical operating results and allows the review of Cadence’s business from the same perspective as Cadence’s management, including forecasting and budgeting.

April 27, 2026

Cadence Q1 2026 Financial Results

Cadence Design Systems, Inc.

APPENDIX I

Reconciliation of GAAP to Non-GAAP Financial Measures (Unaudited)

Reconciliation of GAAP Total Expenses to Non-GAAP Total Expenses

(In Millions)

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

GAAP total costs and expenses $ 881 $ 1,034 $ 913 $ 977 $ 1,043

Reconciling items to non-GAAP total costs and expenses

Stock-based compensation expense (108) (118) (116) (113) (138)

Amortization of acquired intangibles (25) (24) (26) (30) (51)

Acquisition and integration-related costs (23) (26) (37) (49) (41)

Restructuring — — (27) (2) —

Non-qualified deferred compensation (expenses) credits

2 (8) (6) (2) 3

Special charges

(2) — — — —

Loss related to contingent liability*

— (129) — — —

Non-GAAP total costs and expenses**

$ 724 $ 729 $ 701 $ 781 $ 815

Table may not foot due to rounding

Related to resolution of previously disclosed legal proceedings with the DOJ and BIS.

The non-GAAP measures presented in the table above should not be considered a substitute for financial results and measures determined or calculated in accordance with GAAP.

Reconciliation of GAAP Total Expenses to Non-GAAP Total Expenses

(In Millions) 2021 2022

2023

2024

2025

2026E

GAAP total costs and expenses $ 2,209 $ 2,488 $ 2,839 $ 3,291 $ 3,805 $ 4,421

Reconciling items to non-GAAP total costs and expenses

Stock-based compensation expense (210) (270) (326) (391) (455) (569)

Amortization of acquired intangibles (67) (60) (62) (90) (105) (286)

Acquisition and integration-related costs (23) (41) (56) (96) (135) (111)

Restructuring 1 — (11) (24) (29) —

Non-qualified deferred compensation (expenses) credits (6) 8 (11) (11) (14) 3

Special charges*

(27) — — (3) (2) —

Loss related to contingent liability**

— — — (8) (129) —

Non-GAAP total costs and expenses***

$ 1,877 $ 2,125 $ 2,373 $ 2,667 $ 2,935 $ 3,458

Table may not foot due to rounding

2021 includes costs related to a voluntary retirement program.

Related to resolution of previously disclosed legal proceedings with the DOJ and BIS.

***

The non-GAAP measures presented in the table above should not be considered a substitute for financial results and measures determined or calculated in accordance with GAAP.

April 27, 2026

Cadence Q1 2026 Financial Results

Cadence Design Systems, Inc.

Reconciliation of GAAP Operating Income to Non-GAAP Operating Income and Non-GAAP Operating Income Adjusted for Stock-based Compensation

(In Millions) 2021 2022

2023

2024

2025

2026E

GAAP operating income $ 779 $ 1,074 $ 1,251 $ 1,351 $ 1,492 $ 1,754

Reconciling items to non-GAAP operating income

Stock-based compensation expense 210 270 326 391 455 569

Amortization of acquired intangibles 67 60 62 90 105 286

Acquisition and integration-related costs 23 41 56 96 135 111

Restructuring (1) — 11 24 29 —

Non-qualified deferred compensation expenses (credits)

6 (8) 11 11 14 (3)

Special charges*

27 — — 3 2 —

Loss related to contingent liability**

— — — 8 129 —

Non-GAAP operating income***

$ 1,111 $ 1,436 $ 1,717 $ 1,974 $ 2,361 $ 2,717

Stock-based compensation expense (210) (270) (326) (391) (455) (569)

Non-GAAP operating income adjusted for stock-based compensation***

$ 901 $ 1,166 $ 1,391 $ 1,583 $ 1,906 $ 2,148

Table may not foot due to rounding

2021 includes costs related to a voluntary retirement program.

Related to resolution of previously disclosed legal proceedings with the DOJ and BIS.

***

The non-GAAP measures presented in the table above should not be considered a substitute for financial results and measures determined or calculated in accordance with GAAP.

April 27, 2026

Cadence Q1 2026 Financial Results

Cadence Design Systems, Inc.

Reconciliation of GAAP Gross Margin as a Percent of Total Revenue to Non-GAAP Gross Margin as a Percent of Total Revenue

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

GAAP gross margin as a percent of total revenue 86.5% 85.6%

86.4%

86.9%

85.4%

Reconciling items to non-GAAP gross margin as a percent of total revenue

Stock-based compensation expense

0.4%

0.3%

0.4%

Amortization of acquired intangibles

1.4%

1.1%

1.2%

1.3%

2.1%

Non-qualified deferred compensation expenses (credits)

0.0% 0.0% 0.0% 0.0%

0.0%

Acquisition and integration-related costs

0.1%

0.0%

0.1%

Non-GAAP gross margin as a percent of total revenue*

88.4%

87.2%

88.0%

88.5%

88.0%

* The non-GAAP measures presented in the table above should not be considered a substitute for financial results and measures determined or calculated in accordance with GAAP.

April 27, 2026

Cadence Q1 2026 Financial Results

Cadence Design Systems, Inc.

Reconciliation of GAAP Operating Margin as a Percent of Total Revenue to Non-GAAP Operating Margin as a Percent of Total Revenue

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

Q2 2026E

GAAP operating margin as a percent of total revenue 29.1% 19.0%

31.8%

32.2%

29.3%

28.5% - 29.5%

Reconciling items to non-GAAP operating margin as a percent of total revenue

Stock-based compensation expense

8.7%

9.3%

8.7%

7.9%

9.4%

Amortization of acquired intangibles

2.0%

1.8%

1.9%

2.1%

3.4%

Acquisition and integration-related costs

1.8%

2.0%

2.8%

3.4%

2.8%

Restructuring

0.0%

2.0%

0.1%

0.0%

Non-qualified deferred compensation expenses (credits)

(0.1)%

0.6%

0.4%

0.1%

(0.2)%

Special charges

0.2%

0.0%

Loss related to contingent liability*

0.0%

10.1%

0.0%

Non-GAAP operating margin as a percent of total revenue**

41.7%

42.8%

47.6%

45.8%

44.7%

44.5% - 45.5%

Related to resolution of previously disclosed legal proceedings with the DOJ and BIS.

The non-GAAP measures presented in the table above should not be considered a substitute for financial results and measures determined or calculated in accordance with GAAP.

April 27, 2026

Cadence Q1 2026 Financial Results

Cadence Design Systems, Inc.

Reconciliation of GAAP Operating Margin as a Percent of Total Revenue to Non-GAAP Operating Margin as a Percent of Total Revenue

2021 2022

2023

2024

2025

2026E

GAAP operating margin as a percent of total revenue 26.1% 30.1% 30.6% 29.1%

28.2%

27.5% - 28.5%

Reconciling items to non-GAAP operating margin as a percent of total revenue

Stock-based compensation expense

7.0%

7.6%

8.0%

8.4%

8.6%

Amortization of acquired intangibles

2.2%

1.7%

1.5%

2.0%

Acquisition and integration-related costs

0.8%

1.1%

1.4%

2.1%

2.5%

Restructuring

0.0%

0.3%

0.5%

0.6%

Non-qualified deferred compensation expenses (credits)

0.2%

(0.2)%

0.2%

0.3%

Special charges*

0.9%

0.0%

Loss related to contingent liability**

0.0%

0.2%

2.4%

Non-GAAP operating margin as a percent of total revenue***

37.2%

40.3%

42.0%

42.5%

44.6%

43.5% - 44.5%

2021 includes costs related to a voluntary retirement program.

Related to resolution of previously disclosed legal proceedings with the DOJ and BIS.

***

The non-GAAP measures presented in the table above should not be considered a substitute for financial results and measures determined or calculated in accordance with GAAP.

April 27, 2026

Cadence Q1 2026 Financial Results

Cadence Design Systems, Inc.

Reconciliation of GAAP Diluted Net Income Per Share to Non-GAAP Diluted Net Income Per Share

(In Thousands, Except Per Share Data)

Q1 2025

Q2 2025

Q3 2025

Q4 2025

Q1 2026

Q2 2026E

Diluted net income per share on a GAAP basis $ 1.00 $ 0.59 $ 1.05 $ 1.42 $ 1.23

$1.07 - $1.13

Stock-based compensation expense 0.39 0.43 0.42 0.41 0.50 0.54

Amortization of acquired intangibles 0.09 0.09 0.10 0.11 0.19 0.29

Acquisition and integration-related costs 0.09 0.09 0.14 0.18 0.15 0.10

Restructuring — — 0.10 0.01 — —

Non-qualified deferred compensation expenses (credits)

(0.01) 0.03 0.02 0.01 (0.01) —

Special charges

0.01 — — — — —

Loss related to contingent liability*

— 0.47 — — — —

Other income or expense related to foreign currency forward exchange contract and settlement associated with an acquisition

— — 0.07 0.04 (0.01) —

Other income or expense related to investments, divestitures and non-qualified deferred compensation plan assets

0.01 (0.17) 0.03 (0.18) (0.04) —

Income tax effect of non-GAAP adjustments (0.01) 0.12 — (0.01) (0.05) 0.02

Diluted net income per share on a non-GAAP basis**

$ 1.57 $ 1.65 $ 1.93 $ 1.99 $ 1.96

$2.02 - $2.08

Shares used in calculation of diluted net income per share 273,631 272,899 273,798 272,932 273,725

Related to resolution of previously disclosed legal proceedings with the DOJ and BIS.

The non-GAAP measures presented in the table above should not be considered a substitute for financial results and measures determined or calculated in accordance with GAAP.

April 27, 2026

Cadence Q1 2026 Financial Results

Cadence Design Systems, Inc.

Reconciliation of GAAP Diluted Net Income Per Share to Non-GAAP Diluted Net Income Per Share

(In Thousands, Except Per Share Data) 2021 2022

2023

2024

2025

2026E

Diluted net income per share on a GAAP basis $ 2.50 $ 3.09 $ 3.82 $ 3.85 $ 4.06

$4.39 - $4.49

Stock-based compensation expense 0.75 0.98 1.19 1.43 1.67 2.06

Amortization of acquired intangibles 0.24 0.22 0.23 0.33 0.38 1.04

Acquisition and integration-related costs 0.08 0.15 0.21 0.35 0.49 0.40

Restructuring — — 0.04 0.09 0.11 —

Non-qualified deferred compensation expenses (credits) 0.02 (0.03) 0.04 0.04 0.05 (0.01)

Special charges*

0.10 — — 0.01 0.01 —

Loss related to contingent liability**

— — — 0.03 0.47 —

Other income or expense related to foreign currency forward exchange contract and settlement associated with an acquisition

— — — — 0.11 (0.01)

Other income or expense related to investments, divestitures and non-qualified deferred compensation plan assets

(0.03) 0.05 (0.17) (0.22) (0.31) (0.04)

Income tax effect of non-GAAP adjustments (0.37) (0.19) (0.21) 0.06 0.10 0.02

Diluted net income per share on a non-GAAP basis***

$ 3.29 $ 4.27 $ 5.15 $ 5.97 $ 7.14

$7.85 - $7.95

Shares used in calculation of diluted net income per share 278,858 275,011 272,748 273,833 273,312

275 - 277M

2021 includes costs related to a voluntary retirement program.

Related to resolution of previously disclosed legal proceedings with the DOJ and BIS.

***

The non-GAAP measures presented in the table above should not be considered a substitute for financial results and measures determined or calculated in accordance with GAAP.

April 27, 2026

Cadence Q1 2026 Financial Results

Cadence Design Systems, Inc.

Reconciliation of GAAP Total Other Income and Expense to Non-GAAP Total Other Income and Expense

(In Millions)

2024

2025

2026E

GAAP total other income and expense $ 45 $ 30

$(101) - $(81)

Reconciling items to non-GAAP total income and expense

Other income or expense related to foreign currency forward exchange contract and settlement associated with an acquisition

— 29 (3)

Other income or expense related to investments, divestitures and non-qualified deferred compensation plan assets

(61) (83) (11)

Non-GAAP total other income and expense*

$ (16) $ (24)

$(115) - $(95)

The non-GAAP measures presented in the table above should not be considered a substitute for financial results and measures determined or calculated in accordance with GAAP.

April 27, 2026

Cadence Q1 2026 Financial Results

GRAPHIC

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v3.26.1

Document and Entity Information

Apr. 27, 2026

Cover [Abstract]

Document Type

8-K

Document Period End Date

Apr. 27, 2026

Entity Registrant Name

CADENCE DESIGN SYSTEMS, INC.

Entity Incorporation, State or Country Code

Entity File Number

000-15867

Entity Tax Identification Number

00-0000000

Entity Address, Address Line One

2655 Seely Avenue,

Entity Address, City or Town

San Jose,

Entity Address, State or Province

Entity Address, Postal Zip Code

95134

City Area Code

(408)

Local Phone Number

943-1234

Written Communications

false

Soliciting Material

false

Pre-commencement Tender Offer

false

Pre-commencement Issuer Tender Offer

false

Title of 12(b) Security

Common Stock, $0.01 par value per share

Trading Symbol

CDNS

Security Exchange Name

NASDAQ

Entity Emerging Growth Company

false

Entity Central Index Key

0000813672

Amendment Flag

false

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Boolean flag that is true when the XBRL content amends previously-filed or accepted submission.

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Area code of city

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Cover page.

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For the EDGAR submission types of Form 8-K: the date of the report, the date of the earliest event reported; for the EDGAR submission types of Form N-1A: the filing date; for all other submission types: the end of the reporting or transition period. The format of the date is YYYY-MM-DD.

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The type of document being provided (such as 10-K, 10-Q, 485BPOS, etc). The document type is limited to the same value as the supporting SEC submission type, or the word 'Other'.

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No definition available.

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Address Line 1 such as Attn, Building Name, Street Name

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Name of the City or Town

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Code for the postal or zip code

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Name of the state or province.

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- Definition

A unique 10-digit SEC-issued value to identify entities that have filed disclosures with the SEC. It is commonly abbreviated as CIK.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

-Publisher SEC

-Name Exchange Act

-Number 240

-Section 12

-Subsection b-2

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- Definition

Indicate if registrant meets the emerging growth company criteria.

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Commission file number. The field allows up to 17 characters. The prefix may contain 1-3 digits, the sequence number may contain 1-8 digits, the optional suffix may contain 1-4 characters, and the fields are separated with a hyphen.

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Two-character EDGAR code representing the state or country of incorporation.

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The exact name of the entity filing the report as specified in its charter, which is required by forms filed with the SEC.

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The Tax Identification Number (TIN), also known as an Employer Identification Number (EIN), is a unique 9-digit value assigned by the IRS.

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Local phone number for entity.

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act.

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Reference 1: http://www.xbrl.org/2003/role/presentationRef

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-Section 13e

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act.

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- Definition

Title of a 12(b) registered security.

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Name of the Exchange on which a security is registered.

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-Section 12

-Subsection d1-1

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Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as soliciting material pursuant to Rule 14a-12 under the Exchange Act.

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Trading symbol of an instrument as listed on an exchange.

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- Definition

Boolean flag that is true when the Form 8-K filing is intended to satisfy the filing obligation of the registrant as written communications pursuant to Rule 425 under the Securities Act.

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