Gregory Scott Brown - 06 Aug 2022 Form 4 Insider Report for Udemy, Inc. (UDMY)

Signature
/s/ Sarah Tian, Attorney-in-Fact
Issuer symbol
UDMY
Transactions as of
06 Aug 2022
Net transactions value
$0
Form type
4
Filing time
09 Aug 2022, 20:25:47 UTC
Previous filing
24 May 2022
Next filing
18 Aug 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction UDMY Common Stock Award +175,000 +59% 473,293 06 Aug 2022 Direct F1, F2
transaction UDMY Common Stock Award +750,000 +158% 1,223,293 06 Aug 2022 Direct F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction UDMY Employee Stock Option (right to buy) Disposed to Issuer -925,000 -84% 175,000 06 Aug 2022 Common Stock 925,000 $11.13 Direct F2, F4, F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Represents restricted stock units ("RSUs") granted pursuant to the Issuer's 2021 Equity Incentive Plan. The RSUs will vest in full on Nov 15, 2022.
F2 On August 6, 2022, pursuant to the issuer's equity exchange program (announced July 11, 2022), the issuer canceled an option for 925,000 shares of the issuer's common stock granted to the reporting person on November 23, 2020. Pursuant to the equity exchange program, the reporting person received restricted stock units covering 100,000 shares of the issuer's common stock.
F3 Represents restricted stock units ("RSUs") granted pursuant to the Issuer's 2021 Equity Incentive Plan. 390,625 of the RSUs will vest on Nov 15, 2022; 46,875 RSUs will vest each quarter in 2023 and 57,292 will vest each quarter in 2024.
F4 750,000 shares underlying this option vest as follows: one-fourth of the shares will vest on November 2, 2021 and the remaining shares will vest monthly in equal installments thereafter.
F5 175,000 shares underlying this option vested in full on February 3, 2022 upon the achievement of the applicable performance conditions.