0001562088-23-000250.txt : 20231213 0001562088-23-000250.hdr.sgml : 20231213 20231213204020 ACCESSION NUMBER: 0001562088-23-000250 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20231211 FILED AS OF DATE: 20231213 DATE AS OF CHANGE: 20231213 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Meese Robert CENTRAL INDEX KEY: 0001869668 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-40653 FILM NUMBER: 231485368 MAIL ADDRESS: STREET 1: C/O DUOLINGO, INC. STREET 2: 5900 PENN AVE. CITY: PITTSBURGH STATE: PA ZIP: 15206 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Duolingo, Inc. CENTRAL INDEX KEY: 0001562088 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 453055872 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5900 PENN AVE, SECOND FLOOR CITY: PITTSBURGH STATE: PA ZIP: 15206 BUSINESS PHONE: (412) 347-6116 MAIL ADDRESS: STREET 1: 5900 PENN AVE, SECOND FLOOR CITY: PITTSBURGH STATE: PA ZIP: 15206 4 1 wk-form4_1702518011.xml FORM 4 X0508 4 2023-12-11 0 0001562088 Duolingo, Inc. DUOL 0001869668 Meese Robert C/O DUOLINGO, INC. 5900 PENN AVENUE PITTSBURGH PA 15206 0 1 0 0 Chief Business Officer 1 Class A Common Stock 2023-12-11 4 S 0 800 211.8438 D 191759 D Class A Common Stock 2023-12-11 4 S 0 12437 215.332 D 179322 D Class A Common Stock 2023-12-11 4 S 0 11737 215.9857 D 167585 D Class A Common Stock 2023-12-11 4 S 0 6400 217.196 D 161185 D Class A Common Stock 2023-12-11 4 S 0 3026 217.9677 D 158159 D Class A Common Stock 2023-12-11 4 S 0 600 219.0017 D 157559 D Class A Common Stock 1800 I See footnote Class A Common Stock 1800 I See footnote The sale was effected pursuant to the Reporting Person's Rule 10b5-1 trading plan adopted on September 8, 2023. 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 $211.80 to $211.85, 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. 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 $214.65 to $215.64, 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. 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 $215.67 to $216.59, 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. 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 $216.78 to $217.76, 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. 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 $217.80 to $218.27, 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. 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 $218.88 to $219.06, 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. Shares held by Eliot Meese Qualified Minor's Trust. Shares held by Isaac Meese Qualified Minor's Trust. /s/ Stephen Chen, as Attorney-in-Fact for Robert Meese 2023-12-13