Every material Form 8-K Cadence Design Systems has filed with the SEC since September 04, 2024, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Cadence Design Systems reported third-quarter 2026 financial results with revenue of $1.633 billion and raised its full-year 2026 revenue growth outlook to 21 percent. Additionally, the company's board of directors authorized an additional $2.5 billion for its share repurchase program following $400 million spent on buybacks during the quarter.
Q3 2026 revenue reached $1.633 billion, up from $1.339 billion in Q3 2025.
Full-year 2026 revenue outlook was raised to a range of $6.387 billion to $6.417 billion.
Quarter-end backlog reached a record $8.2 billion.
The board of directors approved an additional $2.5 billion for the share repurchase program on October 23, 2026.
Cadence reported second-quarter 2026 revenue of $1.584 billion, up from $1.275 billion a year earlier, and GAAP diluted EPS of $1.33 versus $0.59. The company raised its full-year 2026 revenue and non-GAAP EPS outlook and reported a record backlog of $8.1 billion, which signals higher expected revenue and earnings for shareholders.
Q2 2026 GAAP diluted EPS was $1.33 versus $0.59 in Q2 2025; non-GAAP diluted EPS was $2.11 versus $1.65.
FY 2026 revenue outlook raised to $6.26 billion to $6.34 billion; non-GAAP EPS outlook raised to $8.05 to $8.15.
Quarter-end backlog was a record $8.1 billion.
Q3 2026 revenue outlook is $1.595 billion to $1.625 billion, and the company expects to use about $200 million to repurchase shares in Q3.
At its May 7, 2026 annual meeting, Cadence stockholders approved an amendment to the Omnibus Equity Incentive Plan that adds 5,000,000 shares and removes the plan's fixed April 30, 2030 end date. All 11 director nominees were elected, and stockholders approved the advisory say-on-pay vote and the selection of PricewaterhouseCoopers LLP as auditor.
Omnibus Plan amendment: 5,000,000 additional shares authorized; 216,695,272 votes for, 8,512,065 against
Fixed plan term ending April 30, 2030 eliminated; plan continues until terminated by the Board or shares are exhausted
Advisory say-on-pay approved with 195,205,028 for and 29,350,859 against; PwC ratified with 243,583,173 for
Cadence reported first-quarter 2026 revenue of $1.474 billion, up from $1.242 billion a year earlier, and non-GAAP diluted earnings of $1.96 per share, up from $1.57. The company raised its full-year 2026 revenue outlook to $6.125 billion to $6.225 billion, from a prior range of $5.900 billion to $6.000 billion, and reported a record backlog of $8.0 billion.
Q1 2026 revenue of $1.474 billion vs. $1.242 billion in Q1 2025
Q1 2026 GAAP diluted EPS of $1.23 vs. $1.00; non-GAAP diluted EPS of $1.96 vs. $1.57
FY 2026 revenue outlook raised to $6.125 billion-$6.225 billion from $5.900 billion-$6.000 billion
Quarter-end backlog of $8.0 billion; about $200 million planned for share repurchases in Q2 2026
Cadence reported fourth-quarter 2025 revenue of $1.440 billion, up from $1.356 billion a year earlier, and fiscal 2025 revenue of $5.297 billion, up from $4.641 billion. Fiscal 2025 GAAP diluted earnings per share rose to $4.06 from $3.85, while GAAP operating margin fell to 28.2% from 29.1%. For 2026, Cadence expects GAAP diluted EPS of $4.95 to $5.05 and non-GAAP diluted EPS of $8.05 to $8.15, excluding its pending Hexagon design and engineering acquisition.
Q4 2025 revenue was $1.440 billion versus $1.356 billion in Q4 2024; GAAP diluted EPS was $1.42 versus $1.24.
Fiscal 2025 non-GAAP diluted EPS was $7.14 versus $5.97 in 2024; GAAP operating margin was 28.2% versus 29.1%.
2026 outlook: revenue of $5.9 billion to $6.0 billion and non-GAAP diluted EPS of $8.05 to $8.15, excluding the pending Hexagon D&E acquisition.
Q1 2026 outlook: revenue of $1.420 billion to $1.460 billion, with approximately $200 million expected for share repurchases in the quarter.
Cadence Design Systems appointed Dr. Luc Van den hove, president and chief executive officer of imec, as a director effective January 1, 2026. He will receive an equity grant with a fair value of $82,849, subject to Compensation Committee approval, and his board committee assignment has not yet been determined.
Effective date of board appointment: January 1, 2026; committee assignment not yet determined
Equity grant with fair value of $82,849 under the 1995 Directors Stock Incentive Plan, subject to Compensation Committee approval
Grant fully vests on the earlier of May 8, 2026 or the 2026 annual meeting of stockholders, if he remains on the board
Van den hove remains imec CEO through March 31, 2026, and becomes imec board chair on April 1, 2026
Cadence reported third-quarter 2025 revenue of $1.339 billion, up from $1.215 billion a year earlier, and non-GAAP diluted earnings of $1.93 per share, up from $1.64. The company raised its full-year 2025 revenue and non-GAAP EPS outlook, and reported a record backlog of $7.0 billion, which points to stronger expected results for shareholders.
Q3 2025 revenue $1.339 billion vs $1.215 billion in Q3 2024; GAAP diluted EPS $1.05 vs $0.87
Non-GAAP diluted EPS $1.93 vs $1.64 in Q3 2024
FY 2025 revenue outlook raised to $5.262 billion–$5.292 billion from $5.210 billion–$5.270 billion; non-GAAP EPS outlook raised to $7.02–$7.08 from $6.85–$6.95
Cadence Design Systems agreed on September 4, 2025 to acquire the design and engineering business of Hexagon Smart Solutions AB for an enterprise value of €2.70 billion, including about €810 million paid in newly issued Cadence common stock. Closing is expected in the first quarter of 2026 and is subject to antitrust and foreign investment approvals, and Cadence would owe a reverse termination fee of up to €175 million if regulatory approvals fail.
Enterprise value of €2.70 billion, with about €1.89 billion paid in cash and about €810 million in Cadence stock
Cash portion to be funded from cash on hand and borrowings under existing debt facilities
Closing expected in the first quarter of 2026; outside date September 4, 2026, extendable to March 4, 2027
Reverse termination fee of up to €175 million payable by Cadence in certain regulatory failure scenarios
Cadence reached settlements with the Bureau of Industry and Security and the Department of Justice on July 27, 2025, over export law violations from 2015 to 2021 involving $45.3 million in products and services sold to a customer in China. Cadence agreed to plead guilty to one count of conspiracy to commit export controls violations and to pay $140.6 million in aggregate net penalties and forfeitures during the fiscal quarter ending September 30, 2025. The plea agreement is subject to court approval, and compliance with the administrative settlement is a condition of Cadence's continued ability to export products.
Settlements with BIS and the DOJ reached July 27, 2025
Cadence agreed to plead guilty to one count of conspiracy to commit export controls violations, with a three-year probationary term, subject to court approval
Aggregate net penalties and forfeitures of $140.6 million due during the quarter ending September 30, 2025
Administrative settlement requires two internal annual audits of export compliance programs
Cadence reported second-quarter 2025 revenue of $1.275 billion, up from $1.061 billion a year earlier, and raised its full-year 2025 revenue and non-GAAP EPS outlook. GAAP diluted EPS fell to $0.59 from $0.84 because of a $140.6 million charge tied to settlements with the U.S. Department of Justice and the Bureau of Industry and Security.
Q2 2025 revenue of $1.275 billion, up from $1.061 billion in Q2 2024
GAAP diluted EPS of $0.59 vs. $0.84 a year earlier; non-GAAP diluted EPS of $1.65 vs. $1.28
$140.6 million settlements with the DOJ and BIS resulted in a one-time charge in Q2 GAAP results
FY 2025 revenue outlook raised to $5.21 billion to $5.27 billion, from $5.15 billion to $5.23 billion
Cadence reported first quarter 2025 revenue of $1.242 billion, up from $1.009 billion a year earlier, and non-GAAP diluted EPS of $1.57, up from $1.17. The company raised its full-year 2025 revenue and non-GAAP EPS outlook, and GAAP net income rose to $273.6 million from $247.6 million.
Q1 revenue $1.242 billion vs $1.009 billion in Q1 2024; GAAP diluted EPS $1.00 vs $0.91
FY 2025 revenue outlook raised to $5.15 billion to $5.23 billion from $5.14 billion to $5.22 billion; non-GAAP EPS outlook raised to $6.73 to $6.83 from $6.65 to $6.75
Q2 2025 revenue outlook of $1.25 billion to $1.27 billion; non-GAAP EPS of $1.55 to $1.61
Repurchased $350 million of common stock in Q1 2025
Cadence reported fourth-quarter 2024 revenue of $1.356 billion, up from $1.069 billion a year earlier, and non-GAAP diluted EPS of $1.88, up from $1.38. For fiscal 2024, revenue reached $4.641 billion and non-GAAP EPS was $5.97, and the company gave 2025 guidance of $5.14 billion to $5.22 billion in revenue and $6.65 to $6.75 in non-GAAP EPS.
Q4 2024 revenue was $1.356 billion versus $1.069 billion in Q4 2023; GAAP diluted EPS was $1.24 versus $1.19.
Fiscal 2024 revenue was $4.641 billion versus $4.090 billion in 2023; non-GAAP diluted EPS was $5.97 versus $5.15.
Year-end backlog was $6.8 billion and current remaining performance obligations were $3.4 billion.
For fiscal 2025, the company expects GAAP diluted EPS of $4.19 to $4.29 and non-GAAP diluted EPS of $6.65 to $6.75.
Cadence Design Systems appointed Moshe Gavrielov, former CEO of Xilinx, as a director effective January 1, 2025, adding a board member with prior executive experience at Cadence and other semiconductor companies. The board has not yet set his committee assignments, and his stock award carries a grant date fair value of $80,219.
Board appointment effective January 1, 2025; committee assignments not yet determined
Incentive stock award grant date fair value of $80,219, fully vesting on the earlier of May 2, 2025 or the 2025 annual meeting
Gavrielov was Xilinx president and CEO from 2008 to 2018 and led Cadence's verification division from 2005 to 2007
Cadence Design Systems reported third-quarter 2024 revenue of $1.215 billion, up from $1.023 billion a year earlier, and non-GAAP diluted EPS of $1.64, up from $1.26. GAAP diluted EPS fell to $0.87 from $0.93, and the company raised the midpoint of its 2024 non-GAAP EPS outlook to $5.90.
Q3 2024 revenue $1.215 billion vs. $1.023 billion in Q3 2023
Non-GAAP diluted EPS $1.64 vs. $1.26; GAAP diluted EPS $0.87 vs. $0.93
2024 non-GAAP EPS outlook $5.87 to $5.93, midpoint raised to $5.90
2024 revenue outlook $4.61 billion to $4.65 billion; Q4 revenue outlook $1.325 billion to $1.365 billion
Cadence closed a $2.5 billion offering of senior notes on September 10, 2024, due in 2027, 2029 and 2034, and used part of the proceeds to repay in full and terminate two Bank of America loan agreements. The filing shows the company swapping bank borrowings for longer-term fixed-rate debt, with interest payable semi-annually starting March 10, 2025.
Senior notes total $2.5 billion: $500.0 million due 2027 at 4.200%, $1.0 billion due 2029 at 4.300%, and $1.0 billion due 2034 at 4.700%
Proceeds were used in part to prepay in full loans under agreements dated September 7, 2022 and May 30, 2024 with Bank of America, N.A., which were then terminated
Notes are general unsecured senior obligations, with covenants limiting liens, certain sale and leaseback transactions, and mergers or asset sales
Cadence Design Systems agreed on September 4, 2024 to sell $2.5 billion of senior unsecured notes in a public offering through a group of underwriters led by J.P. Morgan, BofA Securities and HSBC. The company expects to close the offering on September 10, 2024 and will use part of the proceeds to repay two term loan facilities, with the rest for general corporate purposes.
Notes: $500 million at 4.200% due September 10, 2027; $1.0 billion at 4.300% due September 10, 2029; $1.0 billion at 4.700% due September 10, 2034
Offering expected to close on September 10, 2024, subject to customary closing conditions
Proceeds to repay amounts under a three-year and a two-year senior non-amortizing term loan facility, with remaining funds for general corporate purposes, possibly including repayment of its 4.375% senior notes due October 15, 2024
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