Udemy (UDMY) CEO Hugo Sarrazin granted 305,500 RSUs in latest Form 4

Rhea-AI Filing Summary

Sarrazin Hugo reported acquisition or exercise transactions in this Form 4 filing.

Udemy, Inc. director, President and CEO Hugo Sarrazin reported an equity compensation award in the form of restricted stock units covering 305,500 shares of common stock at a stated price of $0.00 per share. The award was granted under Udemy’s 2021 Equity Incentive Plan.

According to the vesting terms, one quarter of these RSUs will vest on June 15, 2026, with additional quarterly vesting thereafter, contingent on his continued service with Udemy. After this grant, he directly reported ownership of 1,231,826 shares and indirect ownership of 47,580 shares held through The Sarrazin Revocable Trust.

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

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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^*

Sarrazin Hugo

(Last) (First) (Middle)

C/O UDEMY, INC.

600 HARRISON STREET, 3RD FLOOR

(Street)

SAN FRANCISCO CA 94107

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Udemy, Inc. [ UDMY ]

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

X	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President and CEO

3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026

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	02/27/2026		A		305,500(1)	A	$0	1,231,826	D
Common Stock								47,580	I	By revocable trust(2)

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 restricted stock units ("RSUs") granted pursuant to the issuer's 2021 Equity Incentive Plan. 1/4th of the RSUs will vest on June 15, 2026 and on each quarterly anniversary thereafter, subject to the reporting person's continuous service with the issuer.

2. Shares held by The Sarrazin Revocable Trust u/a/d 12/14/2007, of which the reporting person and his spouse are trustees and beneficiaries.

Remarks:

	/s/ James Babikian, Attorney-in-Fact	02/27/2026
	** 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 did Udemy (UDMY) CEO Hugo Sarrazin report in this Form 4?

Hugo Sarrazin reported an equity award of 305,500 restricted stock units tied to Udemy common stock. These RSUs were granted under Udemy’s 2021 Equity Incentive Plan and represent a compensation-related acquisition rather than an open-market stock purchase or sale.

How do Hugo Sarrazin’s new Udemy RSUs vest over time?

The 305,500 Udemy RSUs vest gradually, with 25% scheduled to vest on June 15, 2026. The remaining units vest in equal installments on each quarterly anniversary afterward, subject to Sarrazin’s continued service with Udemy throughout the vesting period.

How many Udemy shares does Hugo Sarrazin now hold directly and indirectly?

After the reported RSU grant, Hugo Sarrazin reported direct ownership of 1,231,826 Udemy common shares. He also reported indirect ownership of 47,580 shares held by The Sarrazin Revocable Trust, where he and his spouse serve as trustees and beneficiaries.

Is this Udemy (UDMY) Form 4 a market purchase or sale of shares?

This Form 4 primarily reflects a grant of 305,500 restricted stock units as compensation, not a market transaction. The filing does not show open-market buying or selling; instead, it updates Sarrazin’s direct and indirect holdings in Udemy common stock.

What role does The Sarrazin Revocable Trust play in Udemy share ownership?

The filing states that 47,580 Udemy shares are held by The Sarrazin Revocable Trust dated December 14, 2007. Hugo Sarrazin and his spouse are trustees and beneficiaries of this trust, so these shares are reported as indirect beneficial ownership on the Form 4.