Form 4: Udemy Director Sohaib Abbasi Receives 3,556 Restricted Stock Units as Compensation

Udemy, Inc. Director Sohaib Abbasi was granted 3,556 restricted stock units (RSUs) as part of his compensation, which vest immediately but defer settlement until 2029 or separation from service.

Summary

• Sohaib Abbasi, a Director at Udemy, Inc. (UDMY), acquired 3,556 shares of Common Stock in the form of Restricted Stock Units (RSUs).
• The transaction occurred on June 30, 2025, with an acquisition price of $0 per RSU.
• Following this transaction, Sohaib Abbasi beneficially owns 100,921 shares of Common Stock directly.
• These RSUs were granted under Udemy's 2021 Equity Incentive Plan and vest immediately upon grant.
• The settlement of these RSUs is deferred until the earlier of January 1, 2029, or Sohaib Abbasi's separation of service from Udemy.
• The Reporting Person elected to receive these RSUs in lieu of a cash retainer.

Sentiment

Score: 6

Explanation: Slightly positive as a director is opting for equity compensation, aligning their interests with shareholders, but it's a routine compensation event rather than a significant strategic move.

Positives

• Director Sohaib Abbasi elected to receive equity (RSUs) instead of cash for compensation, indicating alignment with shareholder interests.
• The RSUs vest immediately upon grant, providing the director with immediate ownership rights, albeit with deferred settlement.
• The grant is part of the company's 2021 Equity Incentive Plan, a standard mechanism for aligning management and director incentives with company performance.

Risks

• The value of the deferred RSUs is subject to the future market price of Udemy's common stock, introducing market risk for the director.
• The deferral of settlement until 2029 means the director's ability to realize the value of these RSUs is tied to their continued service or the specified date.

Future Outlook

The settlement of the granted RSUs is deferred until January 1, 2029, or earlier upon separation of service, indicating a long-term alignment of the director's interests with the company's future performance.

Management Comments

• 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.

Industry Context

This type of equity grant, specifically RSUs in lieu of cash, is a common practice in the technology and education sectors to align the interests of directors and executives with long-term shareholder value. It reflects a trend towards performance-based compensation and retention strategies.

Comparison to Industry Standards

• The grant of RSUs as part of director compensation is a standard practice across publicly traded companies, particularly in the technology and growth sectors, aligning director incentives with stock performance.
• The immediate vesting with deferred settlement is a common structure for director equity compensation, balancing immediate ownership with long-term commitment.
• Many companies, including peers in the online education space, utilize similar equity incentive plans to attract and retain talent and board members. This structure is consistent with practices at companies like Coursera (COUR) or Chegg (CHGG).

Corporate Governance

Related Party Transactions

• The grant of 3,556 Restricted Stock Units to Director Sohaib Abbasi is a related party transaction, as it involves compensation provided by the company to a member of its board of directors.

Stakeholder Impact

• Shareholders: The election by a director to receive equity compensation instead of cash can be viewed positively as it increases the director's direct stake in the company's performance, aligning their interests with those of shareholders.
• Management/Employees: This transaction is specific to a director's compensation and does not directly impact the broader employee base or management team, though it reflects the company's overall compensation philosophy.

Next Steps

• Settlement of the 3,556 RSUs will occur on the earlier of January 1, 2029, or Sohaib Abbasi's separation of service from Udemy.

Key Dates

Keywords

Udemy, UDMY, SEC Form 4, Insider Transaction, Restricted Stock Units, RSU, Director Compensation, Equity Incentive Plan, Sohaib Abbasi, Corporate Governance, Executive Compensation