Udemy, Inc.·4

May 11, 4:09 PM ET

Schechtman Natalie 4

4 · Udemy, Inc. · Filed May 11, 2026

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Udemy Director Natalie Schechtman Surrenders 93,657 Shares in Merger

What Happened
Natalie Schechtman, a director of Udemy, reported a disposition to the issuer of 93,657 shares of Udemy common stock on May 11, 2026. The filing shows no cash price (price reported as N/A) because the transfers occurred in connection with Coursera’s merger with Udemy. Under the Merger Agreement, each Udemy share converted into the right to receive 0.800 shares of Coursera common stock — 93,657 Udemy shares would correspond to roughly 74,926 Coursera shares (rounded to nearest whole share).

Key Details

  • Transaction date: 2026-05-11 (reported in Form 4 filed 2026-05-11).
  • Transaction type/code: Disposition to issuer (D) — not an open-market sale.
  • Shares disposed: 93,657 Udemy shares. Price: N/A (conversion into Coursera stock per merger).
  • Conversion: Each Udemy share → 0.800 Coursera shares per Merger Agreement (dated Dec 17, 2025).
  • Approximate resulting Coursera shares: ~74,926 (rounded).
  • Shares owned after transaction: not specified in this Form 4.
  • Filing timeliness: filing date matches report date; no late-filing indication in the record.

Context
This was a corporate-action disposition tied to the Coursera merger (Merger Sub merged into Udemy and Udemy became a Coursera subsidiary), not a typical insider sale into the market. Such merger conversions exchange Udemy shares for acquirer stock and do not necessarily reflect the insider’s buy/sell sentiment. The filing’s footnotes describe the Merger Agreement conversion mechanics and treatment of certain restricted stock units.

Insider Transaction Report

Form 4Exit
Period: 2026-05-11
Transactions
  • Disposition to Issuer

    Common Stock

    [F1][F2]
    2026-05-1193,6570 total
Footnotes (2)
  • [F1]Pursuant to that certain Agreement and Plan of Merger dated December 17, 2025 (the "Merger Agreement") by and among the Issuer, Coursera, Inc. ("Coursera"), and Chess Merger Sub, Inc., a wholly owned subsidiary of Coursera ("Merger Sub"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Coursera.
  • [F2]At the effective time of the Merger (the "Effective Time"), each share of common stock of the Issuer (the "Udemy Common Stock") issued and outstanding immediately prior to the Effective Time (other than certain excluded shares) was converted into the right to receive 0.800 shares of common stock of Coursera ("Coursera Common Stock") and each restricted stock unit award covering shares of Udemy Common Stock that was not subject to performance-based vesting conditions and was not granted in respect of services as a non-employee director of the Issuer (each, a "Director RSU Award") was converted into the right to receive a number of shares of Coursera Common Stock equal to the product of the number of shares of Udemy Common Stock that were subject to the such Director RSU Award as of immediately prior to the Effective Time, multiplied by 0.800 (rounded to the nearest whole share).
Signature
/s/ James Babikian, Attorney-in-Fact|2026-05-11

Documents

1 file
  • 4
    wk-form4_1778530195.xmlPrimary

    FORM 4