Coursera (NYSE: COUR) SVP has 12,176 shares withheld for RSU tax obligations

Rhea-AI Filing Summary

Coursera, Inc. SVP and Chief People Officer Marcelo Modica reported routine tax-withholding transactions related to equity vesting. On May 15, 2026, a total of 12,176 shares of common stock were withheld by the company at $5.28 per share to cover his tax obligations on vesting restricted and performance-based restricted stock units. These Form 4 entries are coded as tax-withholding dispositions and, as the footnotes state, do not represent open-market sales. Modica continues to hold more than 400,000 Coursera shares directly after these events.

Insights

Equity compensation analyst

These Form 4 entries show routine tax withholding on vesting, not discretionary selling.

The filing shows Marcelo Modica had 12,176 Coursera shares withheld at $5.28 per share on May 15, 2026. Both transactions are coded F, indicating shares were delivered back to the issuer to cover tax liabilities on RSU and performance-based RSU vesting.

Because these are compensation-driven withholdings, not open-market sales, they carry weak signaling value about his view of the stock. Post-transaction, he still directly owns more than 400,000 shares, indicating these entries are small relative to his overall position.

Subsequent filings may provide additional context on future vesting schedules or any separate open-market transactions, which would be more informative about discretionary trading behavior.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Modica Marcelo

Role SVP, Chief People Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	11,241	$5.28	$59K
Tax Withholding	Common Stock	935	$5.28	$5K

Holdings After Transaction: Common Stock — 407,076 shares (Direct, null)

Footnotes (1)

1. Represents the number of shares of common stock withheld by the issuer to cover the reporting person's tax liability associated with the vesting of shares underlying certain restricted stock units on May 15, 2026 and does not represent a sale by the reporting person. Represents the number of shares of common stock withheld by the issuer to cover the reporting person's tax liability associated with the vesting of shares underlying certain performance-based restricted stock units on May 15, 2026 and does not represent a sale by the reporting person.

Key Figures

Tax-withheld shares: 12,176 shares First tax-withholding lot: 935 shares Second tax-withholding lot: 11,241 shares +2 more

5 metrics

Tax-withheld shares 12,176 shares Total shares withheld for taxes on May 15, 2026

First tax-withholding lot 935 shares Common Stock withheld at $5.28 per share

Second tax-withholding lot 11,241 shares Common Stock withheld at $5.28 per share

Per-share value $5.28 per share Value used for tax-withholding dispositions

Post-transaction holdings (approx.) Over 400,000 shares Direct Coursera holdings after May 15, 2026 transactions

Key Terms

tax-withholding disposition, restricted stock units, performance-based restricted stock units, Form 4

4 terms

tax-withholding disposition financial

"transaction_action": "tax-withholding disposition""

A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.

restricted stock units financial

"tax liability associated with the vesting of shares underlying certain restricted stock units"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

performance-based restricted stock units financial

"vesting of shares underlying certain performance-based restricted stock units on May 15, 2026"

Performance-based restricted stock units are a type of employee equity award that converts into company shares only if predefined financial or operational targets are met over a set period. Think of it like a bonus check that becomes stock only when specific goals are hit; it ties pay to results, aligning managers’ incentives with shareholders. Investors care because these awards affect future share count, executive incentives, and signal how management’s success will be measured and rewarded.

Form 4 regulatory

"INSIDER FILING DATA (Form 4):"

Form 4 is a official document that company insiders, such as executives or major shareholders, file with regulators whenever they buy or sell company shares. It provides transparency about how those with inside knowledge are trading, helping investors see if insiders are confident in the company's prospects or may be selling for personal reasons. This information can influence investor decisions by revealing insiders' perspectives on the company's value.

Form 4 Insider Transactions: What Each Field Means →

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

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

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

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Modica Marcelo

(Last) (First) (Middle)

2440 WEST EL CAMINO REAL

SUITE 500

(Street)

MOUNTAIN VIEW CALIFORNIA 94040

(City) (State) (Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Coursera, Inc. [ COUR ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	SVP, Chief People Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
05/15/2026

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

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

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

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	05/15/2026		F		11,241(1)	D	$5.28	407,076	D
Common Stock	05/15/2026		F		935(2)	D	$5.28	406,141	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 the number of shares of common stock withheld by the issuer to cover the reporting person's tax liability associated with the vesting of shares underlying certain restricted stock units on May 15, 2026 and does not represent a sale by the reporting person.

2. Represents the number of shares of common stock withheld by the issuer to cover the reporting person's tax liability associated with the vesting of shares underlying certain performance-based restricted stock units on May 15, 2026 and does not represent a sale by the reporting person.

	/s/ Sylvia Lexington, Attorney-in-Fact	05/19/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Coursera (COUR) executive Marcelo Modica report in this Form 4?

Marcelo Modica reported two tax-withholding dispositions totaling 12,176 Coursera common shares. The shares were returned to the company at $5.28 per share to cover tax liabilities from vesting restricted and performance-based restricted stock units, rather than being sold in the open market.

Were any Coursera (COUR) shares sold on the open market in this filing?

No, the Form 4 does not show open-market sales. Both transactions are coded as tax-withholding dispositions, and the footnotes state the 12,176 shares were withheld by Coursera solely to satisfy Modica’s tax obligations tied to equity vesting, not discretionary share sales.

How many Coursera (COUR) shares were withheld for taxes from Marcelo Modica?

A total of 12,176 Coursera common shares were withheld for taxes. The Form 4 shows 935 shares and 11,241 shares withheld at $5.28 each, covering taxes on vesting restricted stock units and performance-based restricted stock units on May 15, 2026.

How many Coursera (COUR) shares does Marcelo Modica hold after these transactions?

After the tax-withholding transactions, Modica continues to directly hold more than 400,000 Coursera shares. The reported post-transaction ownership figures in the filing show his remaining position is large relative to the 12,176 shares withheld for tax obligations.

What does transaction code F mean in this Coursera (COUR) Form 4?

Transaction code F indicates shares were disposed of to pay taxes or exercise costs. In this filing, 12,176 shares were delivered back to Coursera at $5.28 per share to satisfy Marcelo Modica’s tax liabilities from vesting restricted and performance-based restricted stock units, not voluntary sales.