Form 4 for DUOL Duolingo, Inc.
Accepted 2024-01-05 00:00:00 ET · period of report 2024-01-04 · accession 0001562088-24-000006 · 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 | 2024-01-05 | 2024-01-04 | DUOL | Chen Stephen C. | GC | M - OptEx | $14.42 | +18.0K | 53.0K | +51% | +$259.6K |
| DM | 2024-01-05 | 2024-01-04 | DUOL | Chen Stephen C. | GC | S - Sale+OE | $206.87 | -18.0K | 35.0K | -34% | -$3.72M |
| D | 2024-01-05 | 2024-01-04 | DUOL | Chen Stephen C. | GC | M - OptEx | $0.00 | -18.0K | 25.3K | -42% | $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 | 2024-01-04 | M | A | 18,000 | $14.42 | 53,033 | D | — | — | |
| 2 | Common | Class A Common Stock | 2024-01-04 | S | D | 5,396 | $205.20 | 47,637 | 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 $204.56 to $205.55, 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 | 2024-01-04 | S | D | 3,840 | $205.98 | 43,797 | 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 $205.57 to $206.55, 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 | 2024-01-04 | S | D | 1,586 | $207.19 | 42,211 | 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 $206.61 to $207.58, 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. |
| 5 | Common | Class A Common Stock | 2024-01-04 | S | D | 4,722 | $208.17 | 37,489 | 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 $207.69 to $208.68, 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 | 2024-01-04 | S | D | 2,091 | $209.01 | 35,398 | 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 $208.69 to $209.40, 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 | 2024-01-04 | S | D | 365 | $210.29 | 35,033 | D | — | — | (F7) 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 $210.04 to $210.59, 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) | 2024-01-04 | M | D | 18,000 | $0.00 | 25,334 | D | $14.42 · — to 2030-03-10 | 18,000 Class A Common Stock | (F8) 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. |