Stockholders' Equity

6 Months Ended

Mar. 31, 2024

Note 11. Stockholders’ Equity

On October 2, 2019, we registered the issuance of 6,350,000 shares of Common Stock, par value $0.01 per share (“Common Stock”), 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 the Board 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.

Restricted Units

Information with respect to our non-vested restricted stock units for the six months ended March 31, 2024 was as follows:


	Non-Vested Restricted Stock Units
	Time-Based Shares			Performance- Based Shares			Total Shares			Weighted- Average Grant-Date Fair Value		Weighted- Average Remaining Contractual Term (years)		Aggregate Intrinsic Value (in thousands)
Non-vested at September 30, 2023		2,372,145			1,145,550			3,517,695		$	32.52
Granted		2,084,023			406,166			2,490,189		$	17.37
Vested		(1,232,235	)		(63,998	)		(1,296,233	)	$	35.06
Forfeited		(122,308	)		(137,068	)		(259,376	)	$	39.93
Non-vested at March 31, 2024		3,101,625			1,350,650			4,452,275		$	23.63
Expected to vest								4,452,275		$	23.63		1.34	$	70,079

Stock-based Compensation

Stock-based compensation was included in the following captions in our Condensed Consolidated Statements of Operations for the three and six months ended March 31, 2024 and 2023 (in thousands):


	Three Months Ended March 31,				Six Months Ended March 31,
	2024		2023		2024		2023
Cost of connected services	$	64	$	175	$	145	$	371
Cost of professional services		601		1,012		1,161		2,165
Research and development		2,548		4,088		6,379		8,542
Sales and marketing		372		1,522		1,090		3,182
General and administrative		1,160		5,558		4,350		10,567
	$	4,745	$	12,355	$	13,125	$	24,827