Coursera (NYSE: COUR) SVP earns 41,498 PSUs with staged vesting

Rhea-AI Filing Summary

Coursera, Inc. SVP and Chief People Officer Marcelo Modica reported equity compensation activity involving performance-based restricted stock units (PSUs). On February 23, 2026, he acquired 41,498 shares of common stock at no cost through a grant/award tied to a PSU grant dated March 20, 2025.

The filing notes that the PSU performance condition was achieved on February 23, 2026, earning 41,498 PSUs, with 25% vesting and shares released that day. The remaining PSUs will vest in 12 quarterly installments starting May 15, 2026, subject to continued service. The company also withheld 3,741 shares at $6.01 per share to cover related tax obligations, which the disclosure states does not represent a sale by Modica.

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 CA 94040

(City) (State) (Zip)

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

3. Date of Earliest Transaction (Month/Day/Year)
02/23/2026

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	02/23/2026		A		41,498(1)	A	$0	402,058	D
Common Stock	02/23/2026		F		3,741(2)	D	$6.01	398,317	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 shares of common stock earned by the reporting person under a performance-based restricted stock unit ("PSU") award granted on March 20, 2025, subject to performance- and service-based vesting conditions. On February 23, 2026, the performance condition was achieved, resulting in 41,498 PSUs being earned by the reporting person. The service condition for the first tranche was also met, causing 25% of such PSUs to vest and shares to be released on February 23, 2026. The remaining PSUs are subject only to a service condition and will vest in 12 quarterly installments commencing on May 15, 2026, subject to the reporting person's continued service with the issuer through each vesting date.

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 February 23, 2026 and does not represent a sale by the reporting person.

	/s/ Sylvia Lexington, Attorney-in-Fact	02/25/2026
	** 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.

FAQ

What insider transactions did Coursera (COUR) SVP Marcelo Modica report?

Marcelo Modica reported acquiring 41,498 Coursera common shares through a performance-based restricted stock unit grant. He also reported 3,741 shares withheld by the company at $6.01 per share to cover taxes related to vesting, which the disclosure states does not represent a sale.

How many Coursera (COUR) shares did Marcelo Modica earn from PSUs?

Marcelo Modica earned 41,498 Coursera common shares when the performance condition on a March 20, 2025 PSU grant was achieved. On February 23, 2026, 25% of these PSUs vested and shares were released, with the remaining units vesting over future quarterly installments.

Is the Coursera (COUR) insider tax withholding in this Form 4 a sale?

No, the 3,741 Coursera shares reported under transaction code F were withheld by the issuer to cover Marcelo Modica’s tax liability. The disclosure explicitly states this withholding does not represent a sale by the reporting person in the open market.

What is the vesting schedule for Marcelo Modica’s Coursera PSU award?

After the performance condition was achieved on February 23, 2026, 25% of the 41,498 PSUs vested immediately. The remaining PSUs vest in 12 quarterly installments beginning May 15, 2026, contingent on Modica’s continued service with Coursera through each vesting date.

What position does Coursera (COUR) insider Marcelo Modica hold?

Marcelo Modica is identified as an officer of Coursera, serving as Senior Vice President and Chief People Officer. The reported Form 4 transactions reflect changes in his directly held common stock through a PSU award and related tax withholding by the company.