UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
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Emerging growth company
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Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On June 4, 2024, the Board of Directors of Cerence Inc. (the “Company”) appointed Antonio (“Tony”) Rodriquez to serve as the Company’s interim Chief Financial Officer and designated Mr. Rodriquez as the Company’s principal financial officer, succeeding Stefan Ortmanns, the Company’s current President and Chief Executive Officer, in such role. Mr. Rodriquez’s appointment will be effective as of June 4, 2024. As previously reported by the Company in its Current Report on Form 8-K filed with the Securities and Exchange Commission on May 16, 2024, the Company has commenced a search for a new Chief Financial Officer.
Mr. Rodriquez, age 59, has served as a partner of CSuite Financial Partners (“CSuite”), a financial executive services firm, since 2018, where he served as chief financial officer of The Bouqs Company from 2019 to 2023. From 2010 to 2018, Mr. Rodriquez served as chief financial officer of TouchCommerce Inc. Mr. Rodriquez has over 25 years of experience as a financial leader managing all aspects of finance and accounting for global companies, including eCommerce, SaaS, advertising media and consumer marketing industries. He began his career at KPMG LLP where he serviced international public and private companies in the manufacturing, retail, distribution and technology sectors as an assurance senior manager. Mr. Rodriquez holds a B.S. in business and accounting from California State University, Northridge.
The Company and CSuite are party to an Interim Services Agreement, dated June 4, 2024 (the “Services Agreement”), pursuant to which Mr. Rodriquez will provide services to the Company. Under the Services Agreement, the Company will pay CSuite a weekly fee of $17,500 for the services. Mr. Rodriquez will receive no compensation directly from the Company, but will be reimbursed for expenses. Pursuant to the Services Agreement, CSuite and Mr. Rodriquez are entitled to indemnification in connection with the services provided, and the Company will enter into an indemnification agreement with Mr. Rodriquez in its standard form for officers of the Company. Either party may terminate the Services Agreement upon five days written notice.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: June 4, 2024 | CERENCE INC. | |||||
| By: | /s/ Stefan Ortmanns | |||||
| Name: | Stefan Ortmanns | |||||
| Title: | President and Chief Executive Officer | |||||
Document and Entity Information |
Jun. 04, 2024 |
|---|---|
| Cover [Abstract] | |
| Amendment Flag | false |
| Entity Central Index Key | 0001768267 |
| Document Type | 8-K |
| Document Period End Date | Jun. 04, 2024 |
| Entity Registrant Name | CERENCE INC. |
| Entity Incorporation State Country Code | DE |
| Entity File Number | 001-39030 |
| Entity Tax Identification Number | 83-4177087 |
| Entity Address, Address Line One | 25 Mall Road |
| Entity Address, Address Line Two | Suite 416 |
| Entity Address, City or Town | Burlington |
| Entity Address, State or Province | MA |
| Entity Address, Postal Zip Code | 01803 |
| City Area Code | (857) |
| Local Phone Number | 362-7300 |
| Written Communications | false |
| Soliciting Material | false |
| Pre Commencement Tender Offer | false |
| Pre Commencement Issuer Tender Offer | false |
| Security 12b Title | Common stock, $0.01 par value |
| Trading Symbol | CRNC |
| Security Exchange Name | NASDAQ |
| Entity Emerging Growth Company | false |