0001562088-24-000006.txt : 20240105
0001562088-24-000006.hdr.sgml : 20240105
20240105193337
ACCESSION NUMBER: 0001562088-24-000006
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20240104
FILED AS OF DATE: 20240105
DATE AS OF CHANGE: 20240105
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Chen Stephen C.
CENTRAL INDEX KEY: 0001869758
ORGANIZATION NAME:
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-40653
FILM NUMBER: 24517989
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]
ORGANIZATION NAME: 06 Technology
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_1704501206.xml
FORM 4
X0508
4
2024-01-04
0
0001562088
Duolingo, Inc.
DUOL
0001869758
Chen Stephen C.
C/O DUOLINGO, INC.
5900 PENN AVENUE
PITTSBURGH
PA
15206
0
1
0
0
General Counsel
1
Class A Common Stock
2024-01-04
4
M
0
18000
14.42
A
53033
D
Class A Common Stock
2024-01-04
4
S
0
5396
205.2039
D
47637
D
Class A Common Stock
2024-01-04
4
S
0
3840
205.9844
D
43797
D
Class A Common Stock
2024-01-04
4
S
0
1586
207.1876
D
42211
D
Class A Common Stock
2024-01-04
4
S
0
4722
208.1712
D
37489
D
Class A Common Stock
2024-01-04
4
S
0
2091
209.0053
D
35398
D
Class A Common Stock
2024-01-04
4
S
0
365
210.2859
D
35033
D
Stock Option (Right to Buy)
14.42
2024-01-04
4
M
0
18000
0
D
2030-03-10
Class A Common Stock
18000
25334
D
The sale was effected pursuant to the Reporting Person's Rule 10b5-1 trading plan adopted on September 15, 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 $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.
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.
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.
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.
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.
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.
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.
/s/ Stephen C. Chen
2024-01-05