UDMY Form 144: Insider sold 250,000 shares recently; 50,000 planned

Rhea-AI Filing Summary

Form 144 filed for Udemy, Inc. (UDMY) reports proposed and recent insider sales of common stock. The filing notifies a planned sale of 50,000 shares through Morgan Stanley Smith Barney on NASDAQ scheduled for 09/10/2025 with an aggregate market value of $341,615. The shares were acquired on 11/15/2022 from restricted stock vesting under a registered plan. The filer, Gregory Scott Brown, sold 250,000 shares across four transactions in the past three months (50,000 on 09/03/2025, 50,000 on 08/27/2025, 50,000 on 08/20/2025 and 100,000 on 08/13/2025) generating aggregate gross proceeds of $1,710,575. The notice includes the signer’s representation that they are not aware of undisclosed material adverse information.

Positive

• Securities were acquired via restricted stock vesting, indicating the shares originated from a company compensation plan rather than an external purchase
• Full disclosure of recent sales and planned sale including broker, dates, amounts, and gross proceeds, supporting transparency under Rule 144

Negative

• Insider sold 250,000 shares in the past three months for aggregate gross proceeds of $1,710,575, which may warrant investor attention
• Planned sale on 09/10/2025 of 50,000 shares (aggregate value $341,615) continues recent insider disposition activity

Insights

Securities Analyst

TL;DR: Insider has been selling vested shares recently; planned sale is modest relative to total shares outstanding.

The filing documents routine sales by an insider of restricted stock that vested in 2022 and ongoing open-market dispositions. Over the past three months the insider sold 250,000 shares for $1.71 million and plans to sell 50,000 more with a reported market value of $341,615. These transactions indicate liquidity-taking rather than a change in corporate fundamentals because the acquisition was via restricted stock vesting rather than secondary transfers from unrelated third parties. The disclosed number of shares outstanding is 150,343,676, which provides context that the planned 50,000-share sale represents a de minimis percentage of total shares.

Corporate Governance Expert

TL;DR: Disclosure is complete for Rule 144 purposes; no material undisclosed information is asserted in the notice.

The filer confirms the shares were acquired through a registered plan vesting event and provides broker, timing, and proceeds details for recent sales, aligning with Rule 144 transparency requirements. The signature block includes the required representation about material adverse information. From a governance perspective the filing satisfies procedural obligations; it does not by itself indicate governance concerns or regulatory noncompliance.

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK
Filer CCC
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer

SEC File Number

Address of Issuer

Phone

Name of Person for Whose Account the Securities are To Be Sold

See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.

Relationship to Issuer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	50000	341615.00	150343676	09/10/2025	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	11/15/2022	Restricted stock vesting under a registered plan	Issuer			50000	11/15/2022	Not Applicable

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
GREGORY SCOTT BROWN 600 Harrison Street 3rd Floor San Francisco CA 94107	Common	09/03/2025	50000	334665.00
GREGORY SCOTT BROWN 600 Harrison Street 3rd Floor San Francisco CA 94107	Common	08/27/2025	50000	342145.00
GREGORY SCOTT BROWN 600 Harrison Street 3rd Floor San Francisco CA 94107	Common	08/20/2025	50000	336155.00
GREGORY SCOTT BROWN 600 Harrison Street 3rd Floor San Francisco CA 94107	Common	08/13/2025	100000	697610.00

144: Remarks and Signature

Remarks

Date of Notice

ATTENTION:

The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.

Signature

ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)

FAQ

What does the Form 144 filed for UDMY disclose?

It discloses a planned sale of 50,000 shares scheduled for 09/10/2025 and four recent sales totaling 250,000 shares generating $1,710,575 in gross proceeds.

Who is the seller named in the filing?

The seller is identified as Gregory Scott Brown with an address provided in San Francisco.

How were the shares acquired that are being sold?

The shares were acquired on 11/15/2022 through restricted stock vesting under a registered plan and the acquisition source is listed as the issuer.

Through which broker will the planned sale be executed?

The planned sale will be executed through Morgan Stanley Smith Barney LLC (Executive Financial Services) on NASDAQ.

How many shares are outstanding and what percentage does the planned sale represent?

The filing lists 150,343,676 shares outstanding; the planned sale of 50,000 shares is a de minimis portion of that total.