Cerence Inc. 10-K

Item 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. Our common stock has been listed on the Nasdaq Global Select Market under the symbol “CRNC” since October 2, 2019. Prior to that date, there was no public trading market for our common stock. A “when-issued” trading market for our common stock existed between September 17, 2019 and October 1, 2019 under the symbol “CRNCV”. Holders of Common Stock As of November 9, 2021, there were 505 holders of record of our common stock. This number does not reflect beneficial owners whose shares are held in street name. Dividend Policy We have not paid any dividends since our formation. We may evaluate whether to pay cash dividends to our stockholders. The timing, declaration, amount and payment of future dividends to stockholders, if any, will fall within the discretion of our Board. Among the items we would consider in establishing a dividend policy are the capital needs of our business and opportunities to retain future earnings for use in the operation of our business and to fund future growth. Additionally, the terms of the Senior Credit Facilities limit our ability to pay cash dividends. There can be no assurance that we will pay a dividend in the future or continue to pay any dividend if we do commence the payment of dividends. Performance Graph The graph below compares the cumulative total shareholder return of our common stock for the last two years with the S&P MidCap 400, Russell 2000 and the S&P Software & Services Select indices. The information presented assumes an initial investment of $100 on October 2, 2019, the date our common stock began regular-way trading on the Nasdaq Global Select Market. The graph shows the value that each of these investments would have had at the end of each quarter. The comparisons shown in the graph below are based upon historical data. We caution that the stock price performance shown in the graph below is not necessarily indicative of, nor is it intended to forecast, the potential future performance of our common stock. 32 10/2/2019 12/31/2019 3/31/2020 6/30/2020 9/30/2020 12/31/2020 3/31/2021 6/30/2021 9/30/2021 Cerence Inc. $ 100.00 $ 147.43 $ 100.33 $ 266.06 $ 318.37 $ 654.59 $ 583.58 $ 695.18 $ 626.12 S&P MidCap 400 (1) $ 100.00 $ 110.10 $ 77.03 $ 95.16 $ 99.33 $ 123.10 $ 139.25 $ 143.88 $ 140.92 Russell 2000 (1) $ 100.00 $ 112.76 $ 77.93 $ 97.41 $ 101.90 $ 133.47 $ 150.07 $ 156.16 $ 148.98 S&P Software & Services Select $ 100.00 $ 111.69 $ 90.53 $ 122.93 $ 131.74 $ 169.98 $ 173.65 $ 189.31 $ 189.66 (1) During fiscal year 2021, our common stock was added to the S&P MidCap 400 Index. As such, we have included the S&P MidCap 400 Index as our broad market equity index comparative and will no longer include the Russell 2000 Index. We believe the S&P MidCap 400 Index generally includes companies with more comparable market capitalization to us. The stock performance line graph and table includes a comparison of our cumulative total return to the selected indices ((i) the S&P MidCap 400 Index and (ii) the S&P Software and Select Services) and the discontinued index ((iii) the Russell 2000 Index). Recent Sales of Unregistered Securities and Use of Proceeds None. Issuer Purchases of Equity Securities Not applicable. Item 6. Reserved. Not applicable. 33