Gregory Hart
CourseraAbout Gregory Hart
Gregory M. Hart, age 55, is Coursera’s President and CEO and a Class III director effective February 3, 2025; he holds a B.A. in English Literature from Williams College . Prior roles include 23 years at Amazon leading Prime Video globally, launching the Echo business, and serving as Technical Advisor to Jeff Bezos, and senior leadership at Compass (Chief Product Officer, Apr 2020–Apr 2022; Chief Operating Officer, May 2022–Dec 2023) . Coursera’s executive pay-for-performance framework centers on GAAP revenue, Adjusted EBITDA, and New Student Degree Revenue; 2024 bonus metrics paid out at 104% of target, reflecting above-target performance on Adjusted EBITDA and near-target revenue and new-degree growth, providing context for Hart’s 2025 bonus plan proration .
Past Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Amazon | Technical Advisor to Jeff Bezos; leader of Prime Video global business; leader of Amazon Echo business | ~23 years (prior to 2020) | Scaled consumer platforms globally (Prime Video), launched a major consumer AI product (Echo), and operated as a senior technical advisor to the founder/CEO |
| Compass, Inc. | Chief Product Officer | Apr 2020–Apr 2022 | Led product strategy and execution for a real estate technology company |
| Compass, Inc. | Chief Operating Officer | May 2022–Dec 2023 | Oversaw operations across a scaled tech-enabled real estate platform |
External Roles
| Organization | Role | Years | Strategic Impact |
|---|---|---|---|
| Bose Corporation | Director | Since Dec 2024 | Brings consumer technology and product leadership expertise to an audio company’s board |
Fixed Compensation
| Item | Details |
|---|---|
| Base Salary | $590,000 initial annual base salary |
| Target Annual Bonus | 100% of base salary; 2025 payout prorated from Feb 3, 2025 and contingent on performance and continued employment through payment date |
Performance Compensation
New-Hire Equity Awards (CEO Offer Letter)
| Instrument | Grant Value Basis | Share/Option Quantity Determination | Vesting | Exercise Price / Performance Condition |
|---|---|---|---|---|
| RSUs | $16,000,000 | RSUs = $16,000,000 ÷ Base Stock Price (30-day trailing SMA), rounded up | 25% on first anniversary of Start Date; remaining in equal quarterly installments, subject to continued employment | N/A |
| Time-based Stock Options | $16,000,000 × 2 | Options = ($16,000,000 ÷ Base Stock Price) × 2, rounded up | 25% on first anniversary; remaining in equal quarterly installments, subject to continued employment | Exercise price = closing price on grant date |
| Performance-based Stock Options | $6,000,000 × 2 | Options = ($6,000,000 ÷ Base Stock Price) × 2, rounded up | Time-based vesting mirrors time-based options; additionally requires market condition | Exercise price = closing price on grant date; market vesting when 60-trading-day SMA ≥ 150% of Base Stock Price |
Annual Bonus Plan Structure (Company-wide; informs Hart’s 2025 bonus)
| Metric | Weighting | Threshold Performance | Threshold Payout | Target Performance | Target Payout | Maximum Performance | Maximum Payout |
|---|---|---|---|---|---|---|---|
| GAAP Revenue | Equal weighting across metrics | 75% | 50% of target | 100% | 100% of target | ≥125% | 150% of target |
| Adjusted EBITDA | Equal weighting across metrics | 75% | 50% of target | 100% | 100% of target | ≥125% | 150% of target |
| New Student Degree Revenue | Equal weighting across metrics | 75% (raised from 60% in 2023) | 50% of target | 100% | 100% of target | ≥125% | 150% of target |
2024 outcomes for context: Combined payout certified at 104%; metric achievements: Revenue 91.9% (83.8% payout), Adjusted EBITDA 122.4% (144.9% payout), New Student Degree Revenue 91.6% (83.2% payout) .
Equity Ownership & Alignment
| Item | Details |
|---|---|
| Beneficial Ownership | 0 shares beneficially owned as of Feb 28, 2025; percentage of outstanding shares “*” (<1%) |
| Stock Ownership Guidelines | CEO must hold stock ≥ 5x annual salary within five years of becoming covered (guidelines adopted Mar 2024) |
| Retention until Compliance | If below guideline, must retain ≥50% of net shares from vesting/exercise until compliant |
| Hedging / Pledging | Prohibited for directors and executive officers under insider trading policy |
| Clawback Policy | Recovers erroneously awarded incentive compensation for current/former executive officers following an accounting restatement; three preceding fiscal years |
Employment Terms
| Term | Details |
|---|---|
| Start Date | February 3, 2025 |
| Severance (outside change-in-control) | Lump-sum 12 months base salary + 100% of target annual bonus for year of termination + any earned but unpaid prior-year bonus; up to 12 months health coverage; subject to release |
| Severance (within change-in-control period) | Lump-sum 18 months base salary + 150% of target annual bonus for year of termination + any earned but unpaid prior-year bonus; up to 18 months health coverage; full acceleration of all outstanding time-based equity (and performance awards with goals achieved); subject to release; unachieved performance awards per award terms |
| Equity Vesting Mechanics | RSUs and time-based options vest 25% at first anniversary, remainder quarterly; performance options also require 60-day SMA ≥150% of Base Stock Price |
| Indemnification | Company will enter standard form indemnification agreement |
| Related Party Transactions | None reported for Hart under Item 404(a) |
Board Governance
- Board service: Director since February 2025; Class III; term expires 2027; employee director (not independent) .
- Committee roles: No committee memberships listed for Hart; Audit, HRC, and Governance committees are composed solely of independent directors .
- Board leadership: Chairman and CEO roles separated; Andrew Y. Ng is Chairman; Scott D. Sandell is Lead Independent Director, presiding over executive sessions and liaising with independent directors .
- Board meeting attendance: Overall 98% attendance in 2024; each director attended ≥75% of meetings; employee directors do not receive cash compensation for board service .
Compensation Committee Analysis and Shareholder Feedback
- HRC Committee independence and advisor: HRC Committee is fully independent and retains an independent compensation consultant; annual compensation review and risk assessment conducted .
- Peer group alignment and CIC economics: Change-in-control arrangements viewed as “reasonable” and within market norms; pay philosophy emphasizes variable, at-risk equity and performance-driven cash bonuses .
- Say-on-Pay: 94% approval at the 2024 annual meeting for 2023 NEO compensation; program enhancements for 2024 included PSUs and stock ownership guidelines .
Investment Implications
- Alignment: Hart’s package is heavily equity-driven with substantial RSUs and options, time-based and market-based vesting, directly linking realized value to Coursera’s stock price, plus company bonus metrics tied to revenue and Adjusted EBITDA; clawback and ownership guidelines further strengthen alignment with shareholders .
- Retention and supply overhang: RSU and time-based option schedules front-load 25% vesting on Feb 3, 2026 with ongoing quarterly vesting thereafter, supporting retention but potentially creating scheduled supply; retention is buttressed by double-trigger CIC protections and ownership-retention requirements until guideline compliance .
- Governance risk mitigants: Separate Chair/CEO roles, Lead Independent Director oversight, independent committees, hedging/pledging prohibitions, and clawbacks reduce governance and agency risk despite CEO–director dual role .
- Execution risk: Near-term execution hinges on Hart’s ability to scale enterprise and consumer learning platforms, leveraging Amazon-scale experience; bonus metrics focus on profitable growth (Adjusted EBITDA added in 2024) suggest continued emphasis on efficiency under his tenure .