Cerence Inc. — Director's Dealing 2021

Oct 8, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Cerence Inc. (CRNC)
CIK: 0001768267
Period of Report: 2021-10-06

Reporting Person: Dhawan Sanjay (Director, Chief Executive Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-10-06	Common Stock	F	53392	$85.75	Disposed	207607	Direct

Footnotes

F1: 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.

F2: This includes 118 shares purchased pursuant to the Cerence Inc. Employee Stock Purchase Plan ("ESPP"), for the ESPP purchase period of 08/17/2020 through 02/12/2021 In accordance with the ESPP, these shares were purchased at a price equal to 85% of the closing price of the issuer's common stock on 02/12/2021.

F3: This includes 62 shares purchased pursuant to the Cerence Inc. Employee Stock Purchase Plan ("ESPP"), for the ESPP purchase period of 02/16/2021 through 08/13/2021 In accordance with the ESPP, these shares were purchased at a price equal to 85% of the closing price of the issuer's common stock on 08/13/2021.