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8-K2026-05-11· grok-4-1-fast-non-reasoning

COUR · Coursera, Inc.

0001140361-26-020399

SEC filing

Summary

Coursera completed its merger with Udemy on May 11, 2026, acquiring it as a wholly owned subsidiary via stock exchange at 0.800 Company shares per Udemy share.

Key takeaways

Full analysis

Coursera, Inc. completed its strategic merger with Udemy, Inc. on May 11, 2026, pursuant to the Merger Agreement dated December 17, 2025. Chess Merger Sub merged into Udemy, making it a wholly owned subsidiary. Udemy common stockholders received 0.800 shares of Coursera common stock per share, with cash for fractions, resulting in former Coursera stockholders owning approximately 59% and former Udemy stockholders 41% on a fully diluted basis. Prior to the Effective Time, Coursera amended its certificate of incorporation to double authorized common shares to 600 million, approved by stockholders on April 9, 2026, enabling the stock issuance. Board changes aligned with the agreement: resignations of Amanda M. Clark, Susan W. Muigai, and Sabrina L. Simmons (no disagreements), appointments of Udemy designees Sohaib Abbasi (Class III, Compensation Committee), Marylou Maco (Class III, Governance Committee), and Lydia Paterson (Class II, Audit Chair, financial expert), with Christopher D. McCarthy shifting committees. New directors enter standard indemnification agreements and non-employee compensation program. The merger unites ecosystems for AI-driven skills platforms, with press release noting combined 2025 revenue over $1.5 billion and $115 million expected cost synergies within 24 months, plus a forthcoming share repurchase, strengthening financial profile and innovation capacity.