FORM 3
        
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Paterson Lydia
2. Date of Event Requiring Statement (MM/DD/YYYY)
5/11/2026 

3. Issuer Name and Ticker or Trading Symbol

Coursera, Inc. [COUR]
(Last)        (First)        (Middle)

2440 WEST EL CAMINO REAL
SUITE 500
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__X__ Director                          _____ 10% Owner
_____ Officer (give title below)        _____ Other (specify below)
(Street)

MOUNTAIN VIEW  CALIFORNIA  94040      

(City)              (State)              (Zip/Postal Code)
5. If Amendment, Date Original Filed(MM/DD/YYYY)
 

6. Individual or Joint/Group Filing(Check Applicable Line)

_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
UNITED STATES
(Country)

Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock (1)76,138 (2)(3)D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date ExercisableExpiration DateTitleAmount or Number of Shares

Explanation of Responses:
(1) In connection with the terms of the Agreement and Plan of Merger, dated December 17, 2025, by and among Udemy, Inc. ("Udemy"), Coursera, Inc. ("Coursera"), and Chess Merger Sub, Inc., a direct wholly owned subsidiary of Coursera ("Merger Sub"), Merger Sub merged with and into Udemy (the "Merger"), with Udemy surviving the Merger as a wholly owned subsidiary of Coursera.
(2) At the effective time of the Merger (the "Effective Time"), each outstanding restricted stock unit award covering shares of Udemy common stock held by Ms. Paterson became fully vested and converted into the right to receive the number of shares of Coursera common stock (rounded to the nearest whole number of shares) equal to the product of (1) the number of shares of Udemy common stock that had been subject to such award as of immediately prior to the Effective Time, multiplied by (2) 0.800.
(3) At the Effective Time, Ms. Paterson's stock options were canceled without payment because the exercise price of the options was higher than the product of (1) the average of the closing-sales prices of Coursera Common Stock for the consecutive period of five full trading days ending on the day preceding May 11, 2026, multiplied by (2) 0.800.

Remarks:
Exhibit 24 - Power of Attorney

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Paterson Lydia
2440 WEST EL CAMINO REAL
SUITE 500
MOUNTAIN VIEW
CALIFORNIA
94040
UNITED STATES
X



Signatures
/s/ Sylvia Lexington5/12/2026
**Signature of Reporting PersonDate


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 5(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 control number.
* Form 3: SEC 1473 (03-26).

 

POWER OF ATTORNEY

 

For Executing Section 16 Forms, Form 144 and Schedule 13D or 13G

 

Know all by these present that the undersigned hereby constitutes and appoints Alan Cardenas, Sylvia Lexington, Carolyn Kloet, and Marlene Martin as the undersigned’s true and lawful attorneys-in-fact to:

 

(1) prepare, execute in the undersigned’s name and on the undersigned’s behalf, and submit to the Securities and Exchange Commission (the “SEC”) a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities and Exchange Act of 1934 or any rule or regulation of the SEC; and

 

(2) execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer and/or director of Coursera, Inc. (the “Company”) Forms 3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder, Form 144 reports, and Schedule 13D or Schedule 13G reports (collectively, the “SEC Reports”), including amendments or schedules thereto; and

 

(3) do and perform any and all acts for and on behalf of the undersigned that may be necessary or desirable to complete and execute the SEC Reports (including amendments or schedules thereto) and timely file them with or furnish them to the SEC and any stock exchange, self-regulatory association or any other authority; and

 

(4) take any other action of any type whatsoever in connection with the foregoing that, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required of the undersigned, it being understood that the documents executed by the attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as the attorney-in-fact may approve in the attorney-in-fact’s discretion.

 

The undersigned hereby grants to the attorney-in-fact full power and authority to do and perform all and every act and thing whatsoever requisite, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that the attorney-in-fact shall lawfully do or cause to be done by virtue of this Power of Attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorney-in-fact, in serving in such capacity at the request of the undersigned, is not assuming any of the undersigned’s responsibilities to comply with Section 16 of the Securities Exchange Act of 1934.

 

The undersigned agrees that such attorney-in-fact may rely entirely on information furnished orally or in writing by the undersigned to the attorney-in-fact. The undersigned also agrees to indemnify and hold harmless such attorney-in-fact against any losses, claims, damages or liabilities (or actions in these respects) that arise out of or are based upon any untrue statements or omissions of necessary facts in the information provided by the undersigned to such attorney-in fact for purposes of executing, acknowledging, delivering or filing the SEC Reports (including amendments or schedules thereto) and agrees to reimburse the attorney-in-fact on demand for any legal or other expenses reasonably incurred in connection with investigating or defending against any such loss, claim, damage, liability or action.

 

This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file or furnish the SEC Reports with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorney-in-fact.

 

 

IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of the date written below.

 

 

 

/s/ Lydia Paterson

Lydia Paterson

 

Date: May 11, 2026