Form 4 for DUOL Duolingo, Inc.
Accepted 2023-06-13 00:00:00 ET · period of report 2023-06-12 · accession 0001562088-23-000136 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2023-06-13 | 2023-06-12 | DUOL | Clemens Sara | Dir | S - Sale+OE | $155.87 | -11.6K | 12.3K | -48% | -$1.80M |
| D | 2023-06-13 | 2023-06-12 | DUOL | Clemens Sara | Dir | M - OptEx | $16.27 | +10.0K | 13.2K | +309% | +$162.7K |
| D | 2023-06-13 | 2023-06-12 | DUOL | Clemens Sara | Dir | M - OptEx | $0.00 | -10.0K | 10.0K | -50% | $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 | 2023-06-12 | S | D | 3,358 | $154.59 | 8,979 | 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 $154.08 to $155.07, 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. |
| 2 | Common | Class A Common Stock | 2023-06-12 | S | D | 1,542 | $155.63 | 7,437 | 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 $155.08 to $156.06, 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 | 2023-06-12 | S | D | 3,507 | $156.71 | 3,930 | 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 $156.18 to $157.17, 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. |
| 4 | Common | Class A Common Stock | 2023-06-12 | S | D | 2,266 | $157.55 | 1,664 | 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 $157.18 to $158.14, 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 | 2023-06-12 | M | A | 10,000 | $16.27 | 13,237 | D | — | — | |
| 6 | Common | Class A Common Stock | 2023-06-12 | S | D | 900 | $153.51 | 12,337 | 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 $153.06 to $154.03, 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 | Derivative | Stock Option (Right to Buy) | 2023-06-12 | M | D | 10,000 | $0.00 | 10,000 | 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. |