Form 4: Coursera Director Amanda Clark Reports RSU Grant and Stock Sale Under 10b5-1 Plan

Coursera, Inc. Director Amanda Clark reported the acquisition of restricted stock units and the sale of common stock, with the sale executed under a pre-arranged 10b5-1 trading plan.

Summary

• Coursera, Inc. Director Amanda Clark reported changes in her beneficial ownership of common stock.
• On May 21, 2025, Ms. Clark acquired 21,765 shares of Common Stock in the form of Restricted Stock Units (RSUs) at a price of $0.
• These RSUs were automatically granted the day after the issuer's 2025 Annual Meeting of Stockholders.
• The RSUs are set to fully vest and convert into common stock on the earlier of May 21, 2026, or the issuer's 2026 annual meeting of stockholders, contingent on continuous service.
• On May 22, 2025, Ms. Clark disposed of 9,334 shares of Common Stock at a price of $8.48 per share.
• This sale was conducted pursuant to a Rule 10b5-1 trading plan, which was adopted by Ms. Clark on June 12, 2024.
• Following these transactions, Ms. Clark beneficially owns 85,573 shares of Coursera Common Stock.

Sentiment

Score: 6

Explanation: The sentiment is moderately neutral to slightly positive. While there was a sale of shares by a director, it was executed under a pre-arranged 10b5-1 plan, which mitigates negative interpretations. Concurrently, the director received a significant grant of Restricted Stock Units, aligning her interests with the company's long-term performance.

Positives

• The grant of 21,765 Restricted Stock Units (RSUs) to Director Amanda Clark aligns her interests with long-term shareholder value, as vesting is contingent on continued service.
• The sale of 9,334 shares was executed under a pre-arranged Rule 10b5-1 trading plan, indicating a planned transaction rather than a reaction to new, negative information.

Negatives

• Director Amanda Clark sold 9,334 shares of Coursera common stock, which could be interpreted as a reduction in her direct equity exposure.

Risks

• No specific risks are detailed in this Form 4 filing beyond the general market interpretation of insider selling, even if pre-planned.

Future Outlook

The 21,765 Restricted Stock Units granted to Director Amanda Clark are scheduled to fully vest and convert into shares of Coursera common stock on the earlier of May 21, 2026, or the company's 2026 annual meeting of stockholders, provided continuous service is maintained.

Industry Context

This Form 4 filing details an individual insider transaction and does not provide broader industry context or trends. It reflects a routine compensation grant and a pre-planned stock sale by a director within the online education technology sector.

Comparison to Industry Standards

• This Form 4 filing is a standard disclosure for insider transactions.
• The use of a Rule 10b5-1 trading plan for the stock sale is a common practice among corporate insiders to mitigate concerns about trading on material non-public information, aligning with best practices for corporate governance in publicly traded companies like Coursera, Inc.
• No specific comparable companies or projects are mentioned in this filing.

Stakeholder Impact

• Shareholders: The sale of shares by a director, even under a 10b5-1 plan, might be viewed with slight caution, but the concurrent RSU grant demonstrates continued alignment with shareholder interests.
• Employees: The RSU grant to a director is part of standard equity compensation practices, which can indirectly signal stability and long-term commitment within the company's leadership.

Next Steps

• Vesting of 21,765 Restricted Stock Units (RSUs) on the earlier of May 21, 2026, or Coursera's 2026 annual meeting of stockholders, subject to continuous service.

Key Dates

Recommendation

Keywords

Coursera, COUR, Form 4, Insider Trading, Stock Ownership, Restricted Stock Units, RSU, 10b5-1 Plan, Director, Equity Compensation, Share Sale