v3.25.2
Stockholders' Equity
9 Months Ended
Jun. 30, 2025
Equity [Abstract]  
Stockholders' Equity Stockholders’ Equity
On October 2, 2019, we registered the issuance of 6,350,000 shares of common stock, par value $0.01 per share, consisting of 5,300,000 shares of common stock reserved for issuance upon the exercise of options granted, or in respect of awards granted, under the Cerence 2019 Equity Incentive Plan (“Equity Incentive Plan”), and 1,050,000 shares of common stock that are reserved for issuance under the Cerence 2019 Employee Stock Purchase Plan. The Equity Incentive Plan provides for the grant of incentive stock options, stock awards, stock units, stock appreciation rights, and certain other stock-based awards. The shares available for issuance will automatically increase on January 1st of each year, by the lesser of (A) 3% of the number of shares of common stock outstanding as of the close of business on the immediately preceding December 31st; and (B) the number of shares of common stock determined by our board of directors on or prior to such date for such year.
On March 4, 2024, we registered the issuance of 600,000 shares of common stock, reserved for issuance under the Cerence Inc. 2024 Inducement Plan (the "Inducement Plan"). On October 6, 2024, we adopted Amendment No. 1 to the Inducement Plan, which increased the number of authorized shares of our common stock available for issuance under the Inducement Plan from 600,000 to 3,000,000. On November 29, 2024, we adopted Amendment No. 2 to the Inducement Plan, which increased the number of authorized shares of our common stock available for issuance under the Inducement Plan from 3,000,000 to 4,500,000.
Restricted Stock Units
Information with respect to our non-vested restricted stock units for the nine months ended June 30, 2025 was as follows:
Non-Vested Restricted Stock Units
Time-Based
Shares
Performance-
Based Shares
Total SharesWeighted-
Average
Grant-Date
Fair Value
Weighted-
Average
Remaining
Contractual
Term (years)
Aggregate
Intrinsic
Value
(in thousands)
Non-vested at September 30, 20242,587,3861,119,4373,706,823$23.51 
Granted3,327,5032,130,4315,457,934$10.23 
Vested(1,073,647)(267,890)(1,341,537)$28.75 
Forfeited(433,978)(681,420)(1,115,398)$21.45 
Non-vested at June 30, 20254,407,2642,300,5586,707,822$13.05 
Expected to vest6,707,822$13.05 1.22$68,420 
Stock-based Compensation
Stock-based compensation was included in the following captions in our Condensed Consolidated Statements of Operations for the three and nine months ended June 30, 2025 and 2024 (in thousands):
Three Months Ended June 30,Nine Months Ended June 30,
2025202420252024
Cost of connected services$81 $73 $210 $218 
Cost of professional services468 569 1,386 1,730 
Research and development2,704 3,314 7,099 9,693 
Sales and marketing881 556 2,277 1,646 
General and administrative2,211 1,654 6,112 6,004 
Restructuring and other costs, net— — 2,963 — 
$6,345 $6,166 $20,047 $19,291 
During the three months ended December 31, 2024, we recorded $2.6 million in stock-based compensation due to the termination of employment of our former CEO and the resulting vesting of certain stock-based awards in Restructuring and other costs, net. During the three months ended December 31, 2024, we recorded $0.4 million in stock-based compensation due to the termination of employment of a former senior management employee and the resulting vesting of certain stock-based awards in Restructuring and other costs, net.