CRNC EVP sold 30,560 shares at $12.7573 to cover RSU taxes

Rhea-AI Filing Summary

Cerence Inc. (CRNC) reported a non‑discretionary sale by EVP Product & Technology Nils Schanz on 10/06/2025. The filing shows 30,560 shares were sold at a price of $12.7573 per share to satisfy tax withholding for vested restricted stock units; the company elected a "sell‑to‑cover" method. After the transaction, the reporting person beneficially owns 204,981 shares. The filing is a routine Section 16 disclosure documenting an issuer‑mandated tax withholding sale rather than a voluntary trade.

Positive

• Continued substantial ownership: reporting person retains 204,981 shares after the transaction

Negative

• Reduction in holdings: 30,560 shares were disposed to cover taxes at $12.7573 per share

Insider Trade Summary

Net Seller: 30,560 shares ($389,863)

Net Sell 1 txn

Insider Schanz Nils

Role EVP Product & Technology

Sold 30,560 shs ($390K)

Type	Security	Shares	Price	Value
Sale	Common Stock	30,560	$12.7573	$390K

Holdings After Transaction: Common Stock — 204,981 shares (Direct)

Footnotes (1)

1. [object Object]

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Schanz Nils

(Last) (First) (Middle)

25 MALL ROAD

SUITE 416

(Street)

BURLINGTON MA 01803

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Cerence Inc. [ CRNC ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	EVP Product & Technology

3. Date of Earliest Transaction (Month/Day/Year)
10/06/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	10/06/2025		S		30,560(1)	D	$12.7573	204,981	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents the number of shares required to be sold by the Reporting Person to cover tax withholding obligations in connection with the vesting of RSUs. This sale is mandated by the Issuer's election under its equity incentive plans to require the satisfaction of tax withholding obligations to be funded by a "sell to cover" transaction and does not represent a discretionary trade by the Reporting Person.

Remarks:

	/s/ Jennifer Salinas, Attorney-in-Fact	10/07/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What did the Cerence (CRNC) Form 4 report for 10/06/2025?

The Form 4 reports a sale of 30,560 shares on 10/06/2025 at $12.7573 per share by EVP Product & Technology Nils Schanz.

Why were the shares sold in the CRNC Form 4 filing?

The sale was a mandated "sell‑to‑cover" to satisfy tax withholding obligations arising from vested RSUs, not a discretionary trade.

How many Cerence shares does the reporting person own after the sale?

The reporting person beneficially owns 204,981 shares following the reported transaction.

What relationship does the reporting person have with Cerence (CRNC)?

The reporting person is listed as an Officer with title EVP Product & Technology and is also indicated as a Director.

Was the transaction disclosed as part of a 10b5‑1 plan or amendment?

No 10b5‑1 contract box is checked in the filing; the sale is described as issuer‑mandated for tax withholding.