Sarrazin Hugo 4

What Happened
Hugo Sarrazin, President & CEO and a director of Udemy (UDMY), was credited with a 168,750-share award (reported as $0.00) on May 11, 2026 — a performance-based restricted stock unit (PSU) that was deemed achieved in connection with the company’s change of control. On the same date he recorded two dispositions to the issuer totaling 1,448,156 shares (1,400,576 + 47,580), reported as dispositions in connection with the merger/transaction activity described in the filing.

Key Details

• Transaction date: 2026-05-11 (filing date and period of report: 2026-05-11).
• Award: 168,750 shares (PSU award credited at $0.00). Footnote: PSUs granted 8/15/2025 were deemed achieved due to a change of control and became subject only to time-based vesting prior to the merger.
• Dispositions: 1,400,576 and 47,580 shares surrendered to the issuer (no sale price listed; reported as dispositions to issuer).
• Merger conversion: Under the Merger Agreement, each Udemy share outstanding was converted into the right to receive 0.800 shares of Coursera common stock; Udemy RSU awards were assumed/converted by Coursera on that basis.
• Shares owned after transaction: Not specified in the Form 4 filing.
• Filing timeliness: Filing shows the report period and filing date as 2026-05-11 (no late filing indicated).

Context
This filing records an award vesting (PSU credited) and surrender/disposition of Udemy shares tied to the company’s merger with Coursera. The award was not an open-market purchase (it reflects vested compensation), and the dispositions appear to be part of the merger conversion/settlement rather than a public sale. Footnote also notes certain shares are held by The Sarrazin Revocable Trust (reporting person is trustee/beneficiary).