[Form 4] Cerence Inc. Insider Trading Activity

Rhea-AI Filing Summary

Jennifer Salinas, EVP Chief Admin Officer of Cerence Inc. (CRNC), reported two sales of company common stock. On 10/06/2025 she sold 64,784 shares at $12.7573 to satisfy tax withholding required by the company’s RSU sell-to-cover policy. The following day, on 10/07/2025, she sold 77,994 shares at $12.3122 under a pre-established Rule 10b5-1 trading plan adopted on 02/11/2025. After the transactions her reported direct beneficial ownership is 346,289 shares. The filings include a signature dated 10/07/2025 and state the sales were procedural (tax withholding and an existing trading plan) rather than discretionary trades.

Insights

Corporate Insider / Governance Analyst

Insider executed a sell-to-cover and a 10b5-1 sale, reducing direct holdings.

Two distinct mechanisms were used: a mandated sell-to-cover on 10/06/2025 to satisfy tax withholding for vested RSUs, and a Rule 10b5-1 plan sale on 10/07/2025 (plan adopted 02/11/2025). Both methods are common for officers and indicate pre-arranged or required dispositions rather than ad-hoc trading.

The combined effect lowered reported direct ownership to 346,289 shares; monitor future Form 4s for additional planned dispositions or new grants that would alter ownership. Near-term items to watch include any subsequent Form 4s showing additional transfers or option exercises that would change this position.

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^*

Salinas Jennifer

(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 Chief Admin Officer

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		64,784(1)	D	$12.7573	424,283	D
Common Stock	10/07/2025		S		77,994(2)	D	$12.3122	346,289	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.

2. The sale reported on this Form 4 represents shares sold by the Reporting Person pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on 02/11/2025.

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 Cerence EVP Jennifer Salinas report on Form 4 (CRNC)?

She reported two sales: 64,784 shares sold on 10/06/2025 at $12.7573 and 77,994 shares sold on 10/07/2025 at $12.3122.

Why were the shares sold by Jennifer Salinas?

The 10/06/2025 sale satisfied tax withholding for vested RSUs under the company’s sell-to-cover election; the 10/07/2025 sale was executed under a Rule 10b5-1 trading plan adopted on 02/11/2025.

How many shares does Jennifer Salinas own after these transactions?

The filing reports 346,289 shares of Common Stock owned directly following the reported transactions.

When was the Rule 10b5-1 plan adopted for the sale?

The Form 4 states the Rule 10b5-1 trading plan was adopted on 02/11/2025.

Were these sales discretionary trades?

According to the filing, the 10/06/2025 sale was mandated for tax withholding and the 10/07/2025 sale was pursuant to a pre-established Rule 10b5-1 plan, indicating they were not discretionary trades.