cour-202509300001651562FALSE00016515622025-09-302025-09-30
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): September 30, 2025
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COURSERA, INC.
(Exact name of Registrant as Specified in Its Charter)
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| Delaware | 001-40275 | 45-3560292 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
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2440 West El Camino Real, Suite 500 Mountain View, California | | 94040 |
| (Address of Principal Executive Offices) | | (Zip Code) |
Registrant’s Telephone Number, Including Area Code: (650) 963-9884
Not Applicable
(Former Name or Former Address, if Changed Since Last Report)
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Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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| o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
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| Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Common Stock, $0.00001 par value per share | | COUR | | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02 Results of Operations and Financial Condition
On October 2, 2025, Coursera, Inc. (the “Company,” “we,” “us,” or “our”) reaffirmed its financial guidance previously issued on July 24, 2025 for the third quarter and full year 2025. The Company expects to release its financial results for the third quarter ended September 30, 2025 after the U.S. stock market closes on Thursday, October 23, 2025. The Company expects to issue the results via a press release with accompanying consolidated financial information before holding a conference call broadcast at 2:00 p.m. Pacific Time (5:00 p.m. Eastern Time).
The information under Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liability of that section or Sections 11 and 12(a)(2) of the Securities Act of 1933, as amended. The information contained herein and in Exhibit 99.1 shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, regardless of any general incorporation language in such filing, except as shall be expressly set forth by specific reference in such filing.
Item 5.02 Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On September 30, 2025, Kenneth R. Hahn, the Company’s Senior Vice President, Chief Financial Officer, and Treasurer, notified the Company of his intention to resign from his current executive position effective October 29, 2025 (the “Effective Date”).
As previously disclosed on the Current Report on Form 8-K filed with the Securities and Exchange Commission on February 3, 2025, the Company entered into a retention agreement (the “Retention Agreement”) with Mr. Hahn on January 29, 2025, pursuant to which he is eligible to receive certain severance benefits in connection with his resignation, subject to his execution of a release of all claims against the Company. In accordance with the Retention Agreement, the Company anticipates it will enter into an advisory agreement with Mr. Hahn pursuant to which he will serve as an advisor to the Company for a period of twelve months following the Effective Date to facilitate the transition of his responsibilities to his successor.
Item 7.01 Regulation FD Disclosure
On October 2, 2025, the Company issued a press release announcing the matters described in Items 2.02 and 5.02 of this Current Report on Form 8-K. A copy of such press release is attached hereto as Exhibit 99.1 and incorporated by reference herein. The information in Item 7.01 of this Current Report on Form 8-K is furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities under that Section and shall not be deemed to be incorporated by reference into any filing of the Company under the Securities Act of 1933 or the Exchange Act.
Item 9.01 Financial Statements and Exhibits
(d)Exhibits.
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Exhibit Number | | Description | |
| 99.1 | | | |
| 104 | | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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| | COURSERA, INC. |
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| Date: | October 2, 2025 | By: | /s/ Alan B. Cardenas |
| | | Alan B. Cardenas Senior Vice President, General Counsel, and Secretary |
Coursera Announces CFO Transition
•Ken Hahn to transition from role as CFO to advisor, effective October 29, 2025
•Search underway to find a permanent successor
•Reaffirms previously issued financial guidance for the third quarter and full year 2025
MOUNTAIN VIEW, Calif. (BUSINESS WIRE) – Coursera, Inc. (NYSE: COUR), a leading global online learning platform, today announced that Ken Hahn will transition from his role as Chief Financial Officer, effective October 29, 2025. Hahn will participate in the third quarter 2025 earnings conference call and continue serving in an advisory role for 12 months to ensure a seamless transition.
“Ken’s tenure as CFO has shaped our long-term trajectory as a public company. His contributions have been instrumental in guiding our IPO, instilling operational discipline, and strengthening our financial performance and position,” said Greg Hart, Coursera’s CEO. “I am personally grateful for his trusted partnership since I joined as CEO earlier this year. His expertise during this transition has provided stability and continuity as we lay the groundwork to accelerate innovation, deliver more value to our customers, and position Coursera for long-term growth. I am confident we will find a successor deeply motivated by our mission and prepared to build on our momentum.”
Under Hahn’s leadership as CFO, Coursera executed a successful initial public offering, welcomed 120 million new registered learners, and achieved five consecutive years of disciplined financial scaling, delivering growth while consistently expanding Adjusted EBITDA Margin. The company has a search process underway to find a permanent successor.
“It has been deeply rewarding to serve as CFO during a transformative chapter for Coursera. I am immensely proud of our achievements over the past five years, strengthening our business, scaling our operations, and building an exceptionally talented team,” Hahn said. “Having partnered closely with Greg this year, I have full confidence in the leadership team’s continued progress and clarity of direction. It is a privilege to leave with the assurance that our strong financial foundation is positioned to accelerate Coursera’s next phase of growth and value creation.”
Third Quarter 2025 Financial Results and Conference Call
The company is reaffirming its financial guidance previously issued on July 24, 2025 for the third quarter and full year 2025. The company will release its financial results for the third quarter ended September 30, 2025 after the U.S. stock market closes on Thursday, October 23, 2025. The company will issue the results via a press release with accompanying consolidated financial information before holding a conference call broadcast at 2:00 p.m. Pacific Time (5:00 p.m. Eastern Time).
A live, audio-only webcast of the conference call and earnings release materials will be available to the public on the company’s investor relations website at investor.coursera.com. Participants may register in advance, and an archived replay will be accessible in the same location for one year.
Disclosure Information
In compliance with disclosure obligations under Regulation FD, Coursera announces material information to the public through a variety of means, including filings with the Securities and Exchange Commission (“SEC”), press releases, company blog posts, public conference calls, and webcasts, as well as via Coursera’s investor relations website.
About Coursera
Coursera was launched in 2012 by Andrew Ng and Daphne Koller with a mission to provide universal access to world-class learning. Today, it is one of the largest online learning platforms in the world, with 183 million registered learners as of June 30, 2025. Coursera partners with over 350 leading university and industry partners to offer a broad catalog of content and credentials, including courses, Specializations, Professional Certificates, and degrees. Coursera’s platform innovations — including generative AI-powered features like Coach, Role Play, and Course Builder, and role-based solutions like Skills Tracks — enable instructors, partners, and companies to deliver scalable, personalized, and verified learning. Institutions worldwide rely on Coursera to upskill and reskill their employees, students, and citizens in high-demand fields such as GenAI, data science, technology, and business, while learners globally turn to Coursera to master the skills they need to advance their careers. Coursera is a Delaware public benefit corporation and a B Corp.
Special Note on Forward-Looking Statements
This press release contains forward-looking statements that involve substantial risks and uncertainties. Any statements contained in this press release that are not statements of historical facts may be deemed to be forward-looking statements. In some cases, you can identify forward-looking statements by terms such as: “accelerate,” “anticipate,” “believe,” “can,” “continue,” “could,” “demand,” “design,” “estimate,” “expand,” “expect,” “intend,” “may,” “might,” “mission,” “need,” “objective,” “ongoing,” “outlook,” “plan,” “potential,” “predict,” “project,” “should,” “target,” “will,” “would,” or the negative of these terms, or other comparable terminology intended to identify statements about the future. These forward-looking statements include, but are not limited to, statements regarding Hahn’s transition from his role as Chief Financial Officer, including the effective date thereof; his participation in the third quarter 2025 earnings conference call; his continued service in an advisory role; and our financial outlook, future financial and operational performance, and expectations; among others. These forward-looking statements involve known and unknown risks, uncertainties, and other factors that may cause our actual results, levels of activity, performance, or achievements to be materially different from the information expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, the following: our ability to attract, engage, and retain learners; our ability to increase sales of our offerings; our limited operating history; the relative nascency of online learning solutions and generative AI; risks related to market acceptance and demand for our offerings; our ability to maintain and expand our existing content creator relationships and to develop new partnerships with universities, industry leaders, and subject matter experts; our dependence on the supply of content created by our partners; risks related to our AI innovations and AI generally; our ability to compete effectively; adverse impacts on our business and financial condition due to macroeconomic or market conditions; our ability to manage our growth; regulatory and/or policy matters or changes impacting us or our content creators; risks related to intellectual property; cybersecurity and privacy risks and regulations; potential disruptions to our platform; risks related to operations, regulatory, economic, and geopolitical conditions; current and future legal and regulatory matters; the impact of actions to improve operational efficiencies and operating costs; our history of net losses and ability to achieve or sustain profitability; natural disasters, public health crises, or other catastrophic events; and our status as a certified B Corp, as well as the risks and uncertainties discussed in our most recently filed annual and quarterly reports on Forms 10-K and 10-Q and subsequent filings and as detailed from time to time in our SEC filings. You should not rely upon forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee that the future results, levels of activity, performance, or events and circumstances reflected in the forward-looking statements will be achieved or occur. Moreover, neither we nor any other person assumes responsibility for the accuracy and completeness of the forward-looking statements. Such forward-looking statements relate only to events as of the date of this press release. We undertake no obligation to update any forward-looking statements except to the extent required by law.
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