Form 4 for DUOL Duolingo, Inc.
Accepted 2023-09-12 00:00:00 ET · period of report 2023-09-08 · accession 0001562088-23-000198 · 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 | 2023-09-12 | 2023-09-08+ | DUOL | Chen Stephen C. | GC | S - Sale+OE | $160.27 | -14.2K | 36.0K | -28% | -$2.27M |
| DM | 2023-09-12 | 2023-09-08+ | DUOL | Chen Stephen C. | GC | M - OptEx | $14.42 | +14.2K | 41.3K | +52% | +$204.3K |
| DM | 2023-09-12 | 2023-09-08+ | DUOL | Chen Stephen C. | GC | M - OptEx | $0.00 | -14.2K | 52.2K | -21% | $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 | 2023-09-08 | S | D | 5,325 | $160.08 | 36,021 | 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 $160.00 to $160.58, 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 | 2023-09-11 | M | A | 8,842 | $14.42 | 44,863 | D | — | — | |
| 3 | Common | Class A Common Stock | 2023-09-11 | S | D | 8,742 | $160.38 | 36,121 | 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 $160.00 to $160.77, 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 | 2023-09-08 | M | A | 5,325 | $14.42 | 41,346 | D | — | — | |
| 5 | Common | Class A Common Stock | 2023-09-11 | S | D | 100 | $161.00 | 36,021 | D | — | — | |
| 6 | Derivative | Stock Option (Right to Buy) | 2023-09-11 | M | D | 8,842 | $0.00 | 43,334 | D | $14.42 · — to 2030-03-10 | 8,842 Class A Common Stock | (F4) 25% of the shares subject to the option vest on the first anniversary measured from March 2, 2020 (the "Vesting Commencement Date"), and 1/48th of the total number of shares vest monthly thereafter, 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. |
| 7 | Derivative | Stock Option (Right to Buy) | 2023-09-08 | M | D | 5,325 | $0.00 | 52,176 | D | $14.42 · — to 2030-03-10 | 5,325 Class A Common Stock | (F4) 25% of the shares subject to the option vest on the first anniversary measured from March 2, 2020 (the "Vesting Commencement Date"), and 1/48th of the total number of shares vest monthly thereafter, 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. |