FORM 10-Q ☒QUARTERLY REPORT PURSUANT TO SECTION13 OR 15(d) OF THE SECURITIESEXCHANGE ACT OF 1934 For the quarterly period ended March 31, 2026OR For the transition period fromtoCommission file number 000-15867_____________________________________ CADENCE DESIGN SYSTEMS, INC. (Exact Name of Registrant as Specified in Its Charter)_____________________________________ (State or Other Jurisdiction ofIncorporation or Organization) 2655 Seely Avenue, Building 5,San Jose,California(Address of Principal Executive Offices) (408) 943-1234Registrant’s Telephone Number, including Area Code_____________________________________ Securities registered pursuant to Section12(b) of the Act: Name of each exchange on which registered Indicate by check mark whether the registrant (1)has filed all reports required to be filed by Section13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),and (2)has been subject to such filing requirements for the past 90 days.Yes☒No☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that theregistrant was required to submit such files).Yes☒No☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reportingcompany,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large Accelerated Filer☒AcceleratedFiler☐SmallerReportingCompany☐Non-accelerated Filer☐Emerging Growth Company☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the ExchangeAct).Yes☐No☒ On March31, 2026, approximately 275,816,000 shares of the registrant’s common stock, $0.01 par value, were outstanding. CADENCE DESIGN SYSTEMS, INC.INDEX PagePARTI.FINANCIAL INFORMATIONItem1.Financial Statements:Condensed Consolidated Balance Sheets as of March 31, 2026 and December 31, 20251Condensed Consolidated Income Statements for the three months ended March 31, 2026 andMarch 31, 20252Condensed Consolidated Statements of Comprehensive Income for the three months ended March31, 2026 and March 31, 20253Condensed Consolidated Statements of Stockholders’ Equity for the three months ended March 31,2026 and March 31, 20254Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2026and March 31, 20255Notes to Condensed Consolidated Financial Statements6Item2.Management’s Discussion and Analysis of Financial Condition and Results of Operations22Item3.Quantitative and Qualitative Disclosures About Market Risk32Item4.Controls and Procedures34PARTII.OTHER INFORMATIONItem 1.Legal Proceedings35Item1A.Risk Factors35Item 2.Unregistered Sales of Equity Securities and Use of Proceeds37Item 3.Defaults Upon Senior Securities37Item 4.Mine Safety Disclosures37Item 5.Other Information37Item 6.Exhibits38Signatures40 CADENCE DESIGN SYSTEMS, INC.CONDENSED CONSOLIDATED INCOME STATEMENTS(In thousands, except per share amounts)(Unaudited) CADENCE DESIGN SYSTEMS, INC.CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME(In thousands)(Unaudited) CADENCE DESIGN SYSTEMS, INC.CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY(In thousands)(Unaudited) CADENCE DESIGN SYSTEMS, INC.NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS(Unaudited) NOTE 1. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The condensed consolidated financial statements included in this Quarterly Report on Form 10-Q have been prepared byCadence Design Systems, Inc. (“Cadence”) without audit, pursuant to the rules and regulations of the United States Securities andExchange Commission (the “SEC”). Certain information and footnote disclosures normally included in consolidated financial statementsprepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) have been condensed or omittedpursuant to such rules and regulations. However, Cadence believes that the disclosures contained in this Quarterly Report on Form 10-Q comply with the requirements of Section13(a) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), for aQuarterly Report on Form 10-Q and are adequate to make the information presented not misleading. These condensed consolidatedfinancial statements are meant to be, and should be, read in conjunction with the consolidated