Form 4 for DUOL Duolingo, Inc.
Accepted 2024-02-05 00:00:00 ET · period of report 2024-02-01 · accession 0001562088-24-000017 · 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 | 2024-02-05 | 2024-02-01 | DUOL | Shelton James H | Dir | S - Sale+OE | $178.69 | -10.0K | 7,792 | -56% | -$1.79M |
| D | 2024-02-05 | 2024-02-01 | DUOL | Shelton James H | Dir | M - OptEx | $22.91 | +10.0K | 14.3K | +235% | +$229.1K |
| D | 2024-02-05 | 2024-02-01 | DUOL | Shelton James H | 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 | 2024-02-01 | S | D | 2,463 | $176.89 | 10,990 | 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 $176.44 to $177.40, 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. |
| 2 | Common | Class A Common Stock | 2024-02-01 | S | D | 1,498 | $178.04 | 9,492 | 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 $177.63 to $178.35, 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 | 2024-02-01 | S | D | 2,273 | $180.18 | 5,519 | 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 $179.80 to $180.77, 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 | 2024-02-01 | S | D | 1,266 | $181.24 | 4,253 | 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 $181.05 to $181.47, 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 | 2024-02-01 | S | D | 800 | $175.66 | 13,453 | 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 $175.28 to $176.04, 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 | 2024-02-01 | M | A | 10,000 | $22.91 | 14,253 | D | — | — | |
| 7 | Common | Class A Common Stock | 2024-02-01 | S | D | 1,700 | $179.38 | 7,792 | 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 $178.74 to $179.69, 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) | 2024-02-01 | M | D | 10,000 | $0.00 | 20,000 | D | $22.91 · — to 2030-09-23 | 10,000 Class A Common Stock | (F8) 25% of the shares subject to the option vest annually measured from September 2, 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. |