[Form 4] Udemy, Inc. Insider Trading Activity

Rhea-AI Filing Summary

Udemy director Sohaib Abbasi received 3,566 restricted stock units (RSUs) on 09/30/2025 as reported on a Form 4. The RSUs were granted under the 2021 Equity Incentive Plan, vest immediately, and Abbasi elected to receive RSUs in lieu of a cash retainer. He has deferred settlement of those RSUs to the earlier of January 1, 2029 or his separation from the company. After the grant, Abbasi beneficially owns 104,487 shares. The Form 4 was executed by an attorney-in-fact, James Babikian, on 10/01/2025.

Positive

• Director alignment with shareholders via RSUs in lieu of cash retainer
• Immediate vesting increases the reporting person's beneficial ownership to 104,487 shares

Negative

• None.

Insights

Corporate Governance Expert

TL;DR: Director accepted equity in place of cash; immediate vesting with a deferred settlement election noted.

The filing shows a routine director compensation election where RSUs replace cash retainers. Immediate vesting indicates the units are not time‑locked, but settlement is deferred until a specified future date or separation, which is a common mechanism to align compensation timing with governance or personal tax planning. This disclosure is administrative rather than a material corporate event.

Compensation Analyst

TL;DR: 3,566 RSUs granted, vested immediately, settlement deferred to 01/01/2029 or separation.

From a pay-structure perspective, receiving RSUs instead of cash preserves company cash and aligns the director with shareholder outcomes. Immediate vesting increases near-term ownership but the deferred settlement delays actual share delivery, affecting liquidity for the director while still creating economic exposure to Udemy equity. This is consistent with standard director compensation practices.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

ABBASI SOHAIB

(Last) (First) (Middle)

C/O UDEMY, INC.

600 HARRISON ST, 3RD FLOOR

(Street)

SAN FRANCISCO CA 94107

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Udemy, Inc. [ UDMY ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
09/30/2025

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock	09/30/2025		A		3,566(1)	A	$0	104,487	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

Explanation of Responses:

1. Represents restricted stock units ("RSUs") granted pursuant to the issuer's 2021 Equity Incentive Plan. The RSUs vest immediately upon grant. The reporting person has elected to receive RSUs in lieu of cash retainer and defer the settlement of the RSUs to the earlier of January 1, 2029 or separation of service from the issuer.

Remarks:

	/s/ James Babikian, Attorney-in-Fact	10/01/2025
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

FAQ

What transaction did Udemy (UDMY) director Sohaib Abbasi report on Form 4?

The Form 4 reports a grant of 3,566 RSUs on 09/30/2025 under the 2021 Equity Incentive Plan.

How many shares does Sohaib Abbasi beneficially own after the reported transaction?

Following the grant, the reporting person beneficially owns 104,487 shares.

When will the RSUs be settled for Sohaib Abbasi?

Settlement of the RSUs was deferred to the earlier of January 1, 2029 or the reporting person's separation from the issuer.

Did the RSUs vest immediately or are they time‑based?

The RSUs vest immediately upon grant according to the Form 4 explanation.

Who signed the Form 4 filing for Sohaib Abbasi?

The Form 4 was signed by attorney‑in‑fact James Babikian on 10/01/2025.