Udemy, Inc. — Director's Dealing 2023

May 23, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Udemy, Inc. (UDMY)
CIK: 0001607939
Period of Report: 2023-05-20

Reporting Person: Gune Prasad (SVP, Product)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-05-20	Common Stock	A	1562	$7.61	Acquired	270020	Direct
2023-05-20	Common Stock	D	1562	$9.19	Disposed	268458	Direct

Footnotes

F1: The acquisition of shares of the issuer's common stock pursuant to the Udemy, Inc. 2021 Employee Stock Purchase Plan (the "ESPP"), for the ESPP purchase period of November 20, 2022 through May 20,2023. This transaction is also exempt pursuant to Rule 16b-3(c).

F2: In accordance with the ESPP, these shares were purchased based on 85% of the closing price of the Issuer's common stock on May 19, 2023.

F3: These transactions were executed in multiple trades at prices ranging from $9.19 to $9.20. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.