Coursera Inc
3 nominees · 3 ballot items.
Election of three Class II directors; non-binding advisory vote to approve named executive officer compensation (Say-on-Pay); ratification of Deloitte & Touche LLP as independent registered public accounting firm for 2026.
Follow how the vote landed and what changed on Coursera Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
On the ballot3
- 1
Election of Directors
ManagementBoard: FORElect three Class II directors (Christopher D. McCarthy, Andrew Y. Ng, and Lydia Paterson) to serve until the 2029 annual meeting.
- 2
Non-Binding Advisory Vote on Executive Compensation (Say-on-Pay
ManagementBoard: FORAdvisory approval of the compensation of named executive officers as disclosed in the proxy statement.
More detail
This proposal asks shareholders to cast an advisory (non-binding) vote to approve the company’s executive compensation program as disclosed in the proxy statement, including the CD&A and related tables. Management seeks this approval to validate its compensation philosophy emphasizing pay-for-performance, retention, and alignment with stockholder interests, and to respond to prior say-on-pay feedback. The board recommends a vote FOR, arguing the programs drive long-term value, include performance-based metrics (e.g., Consumer Revenue, Enterprise ACV, Adjusted EBITDA, PSUs), and that changes were made after shareholder engagement (e.g., increased PSU weighting to 50% in 2026, redesigned 2025 bonus metrics). The vote is advisory only but the HRC Committee will consider the outcome in future compensation decisions. Company-specific context includes a 60.5% support in 2025, leadership changes in 2025 with new CEO awards heavily at-risk, and adjustments to address dilution and performance alignment. The rationale addresses governance practices, disclosure, and responsiveness to shareholder concerns.
- 3
Ratification of Appointment of Independent Registered Public Accounting Firm
ManagementBoard: FORRatify Deloitte & Touche LLP as Coursera’s independent registered public accounting firm for 2026.
Nominees on the ballot3
Top institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | NEA Management Company, LLC | 7.6% | 12,867,769 | $75M |
| 2 | Caledonia (Private) Investments Pty Ltd | 6.8% | 11,459,174 | $67M |
| 3 | Pale Fire Capital SE | 6.2% | 10,511,603 | $61M |
| 4 | VANGUARD PORTFOLIO MANAGEMENT LLC | 4.3% | 7,275,421 | $42M |
| 5 | VANGUARD CAPITAL MANAGEMENT LLC | 3.7% | 6,346,742 | $37M |
| 6 | MAK CAPITAL ONE LLC | 3.3% | 5,618,749 | $33M |
| 7 | BlackRock, Inc. | 3.3% | 5,609,408 | $33M |
| 8 | BlackRock, Inc. | 3.1% | 5,253,895 | $31M |
| 9 | BAILLIE GIFFORD CO | 2.6% | 4,424,941 | $26M |
| 10 | Creative Planning | 2.5% | 4,302,970 | $25M |
Other Consumer Defensive sector meetings6
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Frequently asked questions
- When is the Coursera Inc 2026 annual meeting?
- Coursera Inc (COUR) holds its 2026 annual shareholder meeting on Wednesday, June 10, 2026.
- What is the record date for the Coursera Inc 2026 meeting?
- The record date for the Coursera Inc 2026 meeting is Thursday, April 23, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Coursera Inc's 2026 meeting?
- The board is presenting 3 director nominees at the Coursera Inc 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Coursera Inc 2026 meeting?
- Shareholders will vote on 3 proposals at the Coursera Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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