Form 4 for DUOL Duolingo, Inc.
Accepted 2023-03-06 00:00:00 ET · period of report 2023-03-03 · accession 0001562088-23-000068 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2023-03-06 | 2023-03-03 | DUOL | Clemens Sara | Dir | M - OptEx | $16.27 | +10.0K | 23.2K | +76% | +$162.7K |
| DM | 2023-03-06 | 2023-03-03 | DUOL | Clemens Sara | Dir | S - Sale+OE | $118.29 | -20.0K | 21.1K | -49% | -$2.37M |
| D | 2023-03-06 | 2023-03-03 | DUOL | Clemens Sara | Dir | M - OptEx | $0.00 | -10.0K | 20.0K | -33% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Class A Common Stock | 2023-03-03 | M | A | 10,000 | $16.27 | 23,237 | D | — | — | |
| 2 | Common | Class A Common Stock | 2023-03-03 | S | D | 400 | $112.35 | 22,837 | D | — | — | (F2) The price reported in Column 4 is a weighted average sale price calculated by the broker executing the sales. These shares were sold in multiple transactions at prices ranging from $112.20 to $112.49, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote. |
| 3 | Common | Class A Common Stock | 2023-03-03 | S | D | 200 | $113.20 | 22,637 | D | — | — | |
| 4 | Common | Class A Common Stock | 2023-03-03 | S | D | 3,042 | $119.70 | 3,237 | D | — | — | (F6) The price reported in Column 4 is a weighted average sale price calculated by the broker executing the sales. These shares were sold in multiple transactions at prices ranging from $119.35 to $120.14, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote. |
| 5 | Common | Class A Common Stock | 2023-03-03 | S | D | 8,583 | $117.98 | 12,554 | D | — | — | (F4) The price reported in Column 4 is a weighted average sale price calculated by the broker executing the sales. These shares were sold in multiple transactions at prices ranging from $117.35 to $118.33, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote. |
| 6 | Common | Class A Common Stock | 2023-03-03 | S | D | 6,275 | $118.93 | 6,279 | D | — | — | (F5) The price reported in Column 4 is a weighted average sale price calculated by the broker executing the sales. These shares were sold in multiple transactions at prices ranging from $118.35 to $119.33, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote. |
| 7 | Common | Class A Common Stock | 2023-03-03 | S | D | 1,500 | $116.78 | 21,137 | D | — | — | (F3) The price reported in Column 4 is a weighted average sale price calculated by the broker executing the sales. These shares were sold in multiple transactions at prices ranging from $116.34 to $117.17, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote. |
| 8 | Derivative | Stock Option (Right to Buy) | 2023-03-03 | M | D | 10,000 | $0.00 | 20,000 | D | $16.27 · — to 2030-06-10 | 10,000 Class A Common Stock | (F7) 25% of the shares subject to the option vest annually measured from June 10, 2020 (the "Vesting Commencement Date"), such that 100% of the shares subject to the option will be fully vested and exercisable on the fourth anniversary of the Vesting Commencement Date. |