Cerence (CRNC) director awarded 12,968 restricted shares at $0.01

Rhea-AI Filing Summary

Cerence Inc. director Marcy S. Klevorn received an equity award of 12,968 shares of common stock at $0.01 per share on 02/12/2026. The award is reported as an acquisition and appears to represent restricted stock units that convert into common shares as they vest.

After this grant, Klevorn directly owns 35,404 shares of Cerence common stock. The RSUs will vest on the earlier of the first anniversary of the grant date or the day immediately before Cerence’s next fiscal-year annual general meeting, tying vesting to both time and the company’s shareholder meeting schedule.

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
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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^*

Klevorn Marcy S

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/12/2026

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	02/12/2026		A		12,968(1)	A	$0.01	35,404	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. The RSUs shall vest on the earlier of: (i) the first anniversary of the Date of Grant; or (ii) the day immediately prior to the Company's next fiscal year's Annual General Meeting.

Remarks:

	/s/ Jennifer Salinas, Attorney-in-Fact	02/13/2026
	** 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 insider transaction did Cerence (CRNC) disclose for Marcy S. Klevorn?

Cerence reported that director Marcy S. Klevorn received an equity award of 12,968 shares of common stock on February 12, 2026. The grant was priced at $0.01 per share and is classified as an acquisition rather than an open-market purchase or sale.

How many Cerence (CRNC) shares does Marcy S. Klevorn own after this grant?

Following the reported grant, Marcy S. Klevorn directly owns 35,404 shares of Cerence common stock. This figure includes the newly acquired 12,968 shares from the February 12, 2026 equity award, as disclosed in the Form 4 insider filing.

What is the size and price of the equity award to Cerence (CRNC) director Marcy S. Klevorn?

The equity award to director Marcy S. Klevorn covers 12,968 shares of Cerence common stock at a price of $0.01 per share. It is reported as a grant or other acquisition, not as a market transaction, according to the Form 4 disclosure.

How do the RSUs granted to Cerence (CRNC) director Marcy S. Klevorn vest?

The restricted stock units granted to Marcy S. Klevorn vest on the earlier of two dates: the first anniversary of the grant date or the day immediately before Cerence’s next fiscal-year annual general meeting, aligning vesting with time and corporate governance events.

Is Marcy S. Klevorn a director or officer of Cerence (CRNC) in this filing?

In this filing, Marcy S. Klevorn is identified as a director of Cerence, not as an officer or 10% owner. The Form 4 indicates the relationship box for director is checked, confirming her board role in connection with the reported grant.

Was the Cerence (CRNC) insider transaction a buy or a grant?

The transaction was a grant or other acquisition, not an open-market buy. It is coded as an “A” transaction, described as a grant, award or other acquisition, and involves shares priced at $0.01, consistent with equity compensation rather than standard share purchases.