Statement of Changes in Beneficial Ownership (4)
September 16 2020 - 6:19PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Dhawan Sanjay |
2. Issuer Name and Ticker or Trading Symbol
Cerence Inc.
[
CRNC
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer |
(Last)
(First)
(Middle)
15 WAYSIDE ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/14/2020 |
(Street)
BURLINGTON, MA 01803
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 9/14/2020 | | A | | 250 (1) | A | $20.66 | 487927 | D | |
Common Stock | 9/14/2020 | | S | | 650 (2) | D | $54.28 | 487277 | D | |
Common Stock | 9/14/2020 | | S | | 32 (2) | D | $54.24 | 487245 | D | |
Common Stock | 9/14/2020 | | S | | 100 (2) | D | $54.24 | 487145 | D | |
Common Stock | 9/14/2020 | | S | | 141 (2) | D | $54.23 | 487004 | D | |
Common Stock | 9/14/2020 | | S | | 100 (2) | D | $54.20 | 486904 | D | |
Common Stock | 9/14/2020 | | S | | 400 (2) | D | $54.16 | 486504 | D | |
Common Stock | 9/14/2020 | | S | | 100 (2) | D | $54.15 | 486404 | D | |
Common Stock | 9/14/2020 | | S | | 122 (2) | D | $54.04 | 486282 | D | |
Common Stock | 9/14/2020 | | S | | 100 (2) | D | $54.03 | 486182 | D | |
Common Stock | 9/14/2020 | | S | | 703 (2) | D | $54.03 | 485479 | D | |
Common Stock | 9/14/2020 | | S | | 25 (2) | D | $54.02 | 485454 | D | |
Common Stock | 9/14/2020 | | S | | 904 (2) | D | $54.02 | 484550 | D | |
Common Stock | 9/14/2020 | | S | | 202 (2) | D | $54.01 | 484348 | D | |
Common Stock | 9/14/2020 | | S | | 813 (2) | D | $54.01 | 483535 | D | |
Common Stock | 9/14/2020 | | S | | 6644 (2) | D | $54.00 | 476891 | D | |
Common Stock | 9/15/2020 | | S | | 582 (2) | D | $56.54 | 476309 | D | |
Common Stock | 9/15/2020 | | S | | 310 (2) | D | $56.53 | 475999 | D | |
Common Stock | 9/15/2020 | | S | | 400 (2) | D | $56.52 | 475599 | D | |
Common Stock | 9/15/2020 | | S | | 902 (2) | D | $56.51 | 474697 | D | |
Common Stock | 9/15/2020 | | S | | 3611 (2) | D | $56.50 | 471086 | D | |
Common Stock | 9/15/2020 | | S | | 200 (2) | D | $56.49 | 470886 | D | |
Common Stock | 9/15/2020 | | S | | 28 (2) | D | $56.48 | 470858 | D | |
Common Stock | 9/15/2020 | | S | | 1586 (2) | D | $56.46 | 469272 | D | |
Common Stock | 9/15/2020 | | S | | 800 (2) | D | $56.42 | 468472 | D | |
Common Stock | 9/15/2020 | | S | | 400 (2) | D | $56.41 | 468072 | D | |
Common Stock | 9/15/2020 | | S | | 98 (2) | D | $56.39 | 467974 | D | |
Common Stock | 9/15/2020 | | S | | 600 (2) | D | $56.38 | 467374 | D | |
Common Stock | 9/15/2020 | | S | | 700 (2) | D | $56.36 | 466674 | D | |
Common Stock | 9/15/2020 | | S | | 200 (2) | D | $56.34 | 466474 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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) | Shares purchased pusuant to the Cerence Inc Employee Stock Purchase Plan ("ESPP") on 8/14/2020 |
(2) | These sales relate to Mr. Dhawan's Make-Whole RSUs described in the Company's 2020 Proxy Statement filed on January 24, 2020. |
Remarks: Page 2 0f 2 attached |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Dhawan Sanjay 15 WAYSIDE ROAD BURLINGTON, MA 01803 | X |
| Chief Executive Officer |
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Signatures
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/s/ Leanne Fitzgerald attorney-in-fact | | 9/16/2020 |
**Signature of Reporting Person | Date |
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