8-K current report · filed May 11, 2026

Udemy, Inc. (UDMY) 8-K Current Report: May 11, 2026

Item 1.02Item 2.01Item 3.01Item 5.01Item 5.02Item 5.03Item 8.01UDMY overviewOriginal on SEC EDGAR

Short answer

Udemy, Inc. (UDMY) filed an 8-K current report with the SEC on May 11, 2026 reporting Item 1.02 (Termination of a Material Definitive Agreement), Item 2.01 (Completion of Acquisition or Disposition of Assets), Item 3.01 (Notice of Delisting), Item 5.01 (Changes in Control of Registrant), Item 5.02 (Departure/Election of Directors or Officers), Item 5.03 (Amendments to Articles of Incorporation or Bylaws), Item 8.01 (Other Events). $200 million secured revolving facility terminated at merger closing.

  • This filing includes Item 3.01, an item that often signal trouble.

Why these 8-K items matter →

Udemy, Inc. 8-K event analysis

AI summary of each reported item and its exhibits

Item 1.02 · Termination of a Material Definitive Agreement

  • $200 million secured revolving facility terminated at merger closing
  • No loans outstanding at closing, eliminating associated debt obligations
  • All obligations paid in full and related liens released
  • Termination removes borrowing capacity and collateral encumbrances post-merger

Item 3.01 · Notice of Delisting

  • Udemy Common Stock trading suspended on Nasdaq before the Closing Date
  • Form 25 filing initiates Nasdaq delisting and Section 12(b) deregistration
  • Delisting effective 10 days after Form 25 filing
  • Planned Form 15 filing would terminate registration and suspend ongoing SEC reporting obligations

Item 5.01 · Changes in Control of Registrant

  • Change in control completed at the merger closing
  • Udemy continues as surviving corporation and direct wholly owned subsidiary of Coursera
  • Coursera now controls Udemy, materially changing ownership and strategic direction for shareholders

Item 5.02 · Departure/Election of Directors or Officers

  • All pre-transaction Udemy directors exited the board and its committees at closing
  • Departures unrelated to disagreements over Udemy operations, policies, or practices
  • Gregory M. Hart, Michael Foley, Alan B. Cardenas, and Marcelo C. Modica joined the surviving corporation’s board at closing
  • Board replacement reflects ownership or control transition, with governance now under the surviving entity

Item 5.03 · Amendments to Articles of Incorporation or Bylaws

  • Amended and restated certificate of incorporation became effective
  • Amended and restated bylaws became effective concurrently
  • Investor impact depends on governance and shareholder-rights changes detailed in Exhibits 3.1 and 3.2

Item 8.01 · Other Events

  • Coursera’s post-closing board comprises 9 directors, establishing governance control after the merger
  • Coursera selected 6 directors, including its chair and CEO
  • Udemy received 3 board seats for Sohaib Abbasi, Marylou Maco and Lydia Paterson
  • Board composition gives Coursera majority representation, while preserving Udemy-appointed oversight

Other items in this filing:

  • Item 2.01: Completion of Acquisition or Disposition of Assets

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