Other Events. On August 25, 2026, the Company entered into privately negotiated transactions with certain holders of its 1.50% Convertible Senior Notes due 2028 (the “Notes”), pursuant to which the Company agreed to repurchase $10 million aggregate principal amount of Notes from such holders at a cash repurchase price equal to 92.75% of their principal amount, together with the accrued and unpaid interest thereon to (but not including) the settlement date. The Company intends to cancel the re…

Other Events. Cerence Inc.’s (the “Company”) Board of Directors authorized a stock repurchase program, pursuant to which the Company may purchase up to $30,000,000 of its outstanding common stock beginning August 10, 2026. Under the stock repurchase program, the Company intends to repurchase shares through open market purchases, privately-negotiated transactions, block purchases or otherwise in accordance with applicable federal securities laws, including authorized Rule 10b5-1 plans (which w…

Results of Operations and Financial Condition. On August 5, 2026, Cerence Inc. (the “Company”) announced its financial results for the fiscal quarter ended June 30, 2026. The press release, including the financial information contained therein, is attached hereto as Exhibit 99.1, and is incorporated herein by reference. Also on August 5, 2026, the Company will use a presentation on its call with investors, discussing its financial results for the fiscal quarter ended June 30, 2026, and such e…

Director — Marcy Klevorn: Ms. Klevorn resigned from the Board for personal reasons.

Results of Operations and Financial Condition. On May 7, 2026 , Cerence Inc. (the “Company”) announced its financial results for the fiscal quarter ended March 31, 2026. The press release, including the financial information contained therein, is attached hereto as Exhibit 99.1, and is incorporated herein by reference. Also on May 7, 2026 , the Company will use a presentation on its call with investors, discussing its financial results for the fiscal quarter ended March 31, 2026, and such ear…

Results of Operations and Financial Condition. On February 4, 2026 , Cerence Inc. (the “Company”) announced its financial results for the fiscal quarter ended December 31, 2025. The press release, including the financial information contained therein, is attached hereto as Exhibit 99.1, and is incorporated herein by reference. Also on February 4, 2026 , the Company will use a presentation on its call with investors, discussing its financial results for the fiscal quarter ended December 31, 20…

Other Events. On December 23, 2025, the Company entered into privately negotiated transactions with certain holders of its 1.50% Convertible Senior Notes due 2028 (the “Notes”), pursuant to which the Company agreed to repurchase $30 million aggregate principal amount of Notes from such holders at a cash repurchase price equal to 92% of their principal amount, together with the accrued and unpaid interest thereon to (but not including) the settlement date. The Company intends to cancel the rep…

Results of Operations and Financial Condition. On November 19, 2025 , Cerence Inc. (the “Company”) announced its financial results for the fiscal year ended September 30, 2025. The press release, including the financial information contained therein, is attached hereto as Exhibit 99.1, and is incorporated herein by reference. Also on November 19, 2025 , the Company will use a presentation on its call with investors, discussing its financial results for the fiscal year ended September 30, 2025…

Costs Associated with Exit or Disposal Activities. On September 2, 2025, Cerence Inc. (the “Company”) announced a restructuring plan with respect to certain foreign operations intended to further reduce operating expenses and position the Company for profitable future growth (the “Plan”). The Company estimates that it will incur cash restructuring charges of approximately $7.2 to $7.9 million in connection with the Plan, primarily consisting of severance payments, payments in lieu of notice,…

Executive Vice President, Product and Technology — Nils Schanz: The company entered into a retention agreement with Nils Schanz, providing him with a retention bonus and equity award.

Results of Operations and Financial Condition. On August 6, 2025 , Cerence Inc. (the "Company") announced its financial results for the quarter ended June 30, 2025. The press release, including the financial information contained therein, is attached hereto as Exhibit 99.1, and is incorporated herein by reference. Also on August 6, 2025 , the Company will use a presentation on its call with investors, discussing its financial results for the quarter ended June 30, 2025, and such earnings rele…

Results of Operations and Financial Condition. On May 7, 2025, Cerence Inc. (the "Company") announced its financial results for the quarter ended March 31, 2025. The press release, including the financial information contained therein, is attached hereto as Exhibit 99.1, and is incorporated herein by reference. Also on May 7, 2025, the Company will use a presentation on its call with investors, discussing its financial results for the quarter ended March 31, 2025, and such earnings release pr…

Director — Marion Harris: The company expanded its board and appointed a new director.

Results of Operations and Financial Condition. On February 6, 2025, Cerence Inc. (the "Company") announced its financial results for the fiscal quarter ended December 31, 2024. The press release, including the financial information contained therein, is attached hereto as Exhibit 99.1, and is incorporated herein by reference. Also on February 6, 2025, the Company made available an investor presentation on the Company’s website discussing its financial results for the fiscal quarter ended Dece…

Other Events. On December 23, 2024, the Company entered into privately negotiated transactions with certain holders of its 3.00% Convertible Senior Notes due 2025 (the “Notes”), pursuant to which the Company agreed to repurchase approximately $27 million aggregate principal amount of Notes from such holders at a cash repurchase price equal to 98.5% of their principal amount together with accrued and unpaid interest to (but not including) the date of repurchase. The Company intends to cancel t…

Termination of a Material Definitive Agreement. On December 23, 2024, Cerence Inc. (the “Company”) delivered notice of termination of that certain Credit Agreement, dated as of June 12, 2020, by and among the Company, the lenders and issuing banks party thereto and Wells Fargo Bank, N.A., as administrative agent (as amended by Amendment No. 1, dated December 17, 2020, Amendment No. 2, dated November 22, 2022 and Amendment No 3, dated April 12, 2024) (the “Credit Agreement”), with such termina…

Regulation FD Disclosure. A press release, dated December 23, 2024, announcing the repurchase of the Notes (as defined below) is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

Chief Financial Officer — Antonio ('Tony') Rodriquez: Tony Rodriquez was promoted from interim CFO to permanent CFO.

Results of Operations and Financial Condition. On November 21, 2024, Cerence Inc. (the "Company") announced its financial results for the fiscal year ended September 30, 2024. The press release, including the financial information contained therein, is attached hereto as Exhibit 99.1, and is incorporated herein by reference. Also on November 21, 2024, the Company will use a presentation on its call with investors, discussing its financial results for the fiscal year ended September 30, 2024,…

President and Chief Executive Officer — Brian Krzanich: The company appointed Brian Krzanich as President and CEO from an external position.

Results of Operations and Financial Condition. On October 7, 2024, Cerence Inc. (the “Company”) issued a press release announcing the appointment of Brian Krzanich as President and Chief Executive Officer of the Company and reaffirming its fourth quarter fiscal 2024 guidance previously announced in conjunction with its third quarter fiscal 2024 financial results on August 8, 2024. A copy of the press release is furnished hereto as Exhibit 99.1 and is incorporated into this

Costs Associated with Exit or Disposal Activities On August 8, 2024, in response to evolving business needs, the Company announced a restructuring plan intended to reduce operating expenses and position the Company for profitable future growth (the “Plan”). The Plan is aimed at further driving operational efficiency and customer centricity. These changes reflect efforts to reshape the organization by streamlining the Company’s structure, better prioritizing its go-to-market investments, and f…

Results of Operations and Financial Condition. On August 8, 2024, Cerence Inc. (the "Company") announced its financial results for the quarter ended June 30, 2024. The press release, including the financial information contained therein, is attached hereto as Exhibit 99.1, and is incorporated herein by reference. Also on August 8, 2024, the Company will use a presentation on its call with investors, discussing its financial results for the quarter ended June 30, 2024, and such earnings releas…

and the exhibit attached hereto are being furnished and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall they be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing.

Chief Technology Officer — Iqbal Arshad: Mr. Arshad resigned as Chief Technology Officer and was replaced by Nils Schanz.