Duolingo, Inc. — Director's Dealing 2022

Jul 13, 2022

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Duolingo, Inc. (DUOL)
CIK: 0001562088
Period of Report: 2022-07-08

Reporting Person: NewView Capital Fund I, L.P. (10% Owner)
Reporting Person: NewView Capital Partners I, LLC (10% Owner)
Reporting Person: Viswanathan Ravi (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2022-07-08	Class A Common Stock	J	1000000	—	Disposed	2239835	Indirect
2022-07-08	Class A Common Stock	J	11466	—	Acquired	11466	Indirect
2022-07-08	Class A Common Stock	J	11466	—	Disposed	0	Indirect
2022-07-08	Class A Common Stock	J	2200	—	Acquired	6587	Indirect

Footnotes

F1: Represents a pro-rata, in-kind distribution by NewView Capital Fund I, L.P. ("NewView Fund I") without additional consideration, to its partners. NewView Fund I distributed an aggregate of 988,534 shares to its limited partners on a pro rata basis and 11,466 shares to its general partner, NewView Capital Partners I, LLC ("NewView Partners I").

F2: Shares held by NewView Capital Fund I, L.P. ("NewView Fund I"). NewView Capital Partners I, LLC is the general partner of NewView Fund I. Ravi Viswanathan is the managing member of NewView Capital Partners I, LLC and therefore may be deemed to hold voting and dispositive power over the shares held by NewView Fund I. Such managing member disclaims beneficial ownership of the shares held by NewView Fund I except to the extent of his pecuniary interest therein.

F3: Shares were acquired as part of a pro-rata, in-kind distribution by NewView Capital Fund I, L.P. ("NewView Fund I") without additional consideration, to its partners.

F4: Shares held by NewView Capital Partners I, LLC ("NewView Partners I"). Ravi Viswanathan is the managing member of NewView Partners I and therefore may be deemed to hold voting and dispositive power over the shares held by NewView Partners I. Such managing member disclaims beneficial ownership of the shares held by NewView Partners I except to the extent of his pecuniary interest therein.

F5: Represents a pro-rata, in-kind distribution by NewView Capital Partners I, LLC ("NewView Partners I") without additional consideration, to its members and assignees. NewView Partners I distributed an aggregate of 9,266 shares to its non-managing members and assignees and 2,200 shares to its managing member, Ravi Viswanathan, who holds such shares through MV Holdings 2009 Revocable Trust.

F6: Shares were acquired as part of a pro-rata, in-kind distribution by NewView Capital Partners I, LLC ("NewView Partners I") without additional consideration, to its members and assignees.

F7: Shares held by Ravi Viswanathan through MV Holdings 2009 Revocable Trust.