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NUAN > SEC Filings for NUAN > Form 8-K on 18-Aug-2014All Recent SEC Filings

Show all filings for NUANCE COMMUNICATIONS, INC.

Form 8-K for NUANCE COMMUNICATIONS, INC.


18-Aug-2014

Entry into a Material Definitive Agreement, Material Modification to


Item 1.01. Entry into a Material Definitive Agreement.

The information contained in Item 3.03 below regarding the Amendment to the Rights Agreement (as defined below) is incorporated by reference into this Item 1.01.



Item 3.03. Material Modifications to Rights of Security Holders.

On August 14, 2014, the Board of Directors of Nuance Communications, Inc. (the "Company") approved an amendment (the "Amendment") to the Company's existing Preferred Shares Rights Agreement, dated as of August 19, 2013, by and between the Company and American Stock Transfer & Trust Company, LLC, as the Rights Agent (the "Rights Agreement"), to extend the Final Expiration Date (as used therein) to August 19, 2015. On August 18, 2014, the Company and the Rights Agent executed the Amendment.

The foregoing description of the Amendment is only a summary, does not purport to be complete and is qualified in its entirety by reference to the Amendment, a copy of which is attached as Exhibit 4.2 and is incorporated herein by reference. The Rights Agreement, a copy of which was previously filed as Exhibit 4.1 to the Company's Form 8-K filed on August 20, 2013, is also incorporated herein by reference.



Item 8.01. Other Events.

On August 18, 2014, the Company issued a press release announcing the entry into the Amendment, a copy of which is attached as Exhibit 99.1 hereto and incorporated by reference herein.



Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

4.1 Preferred Shares Rights Agreement, dated as of August 19, 2013, by and between Nuance Communications, Inc. and American Stock Transfer & Trust Company, LLC, as Rights Agent (incorporated by reference to Exhibit 4.1 to the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on August 20, 2013).

4.2 First Amendment to Preferred Shares Rights Agreement, dated as of August 18, 2014, by and between Nuance Communications, Inc. and American Stock Transfer & Trust Company, LLC, as Rights Agent.

99.1 Press Release of Nuance Communications, Inc., dated August 18, 2014.


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