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Duolingo, Inc. — Director's Dealing 2024
May 4, 2024
30402_dirs_2024-05-03_707ce7d7-4dcd-42ce-87ae-40984687fa32.zip
Director's Dealing
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SEC Form 4 — Statement of Changes in Beneficial Ownership
Issuer: Duolingo, Inc. (DUOL)
CIK: 0001562088
Period of Report: 2024-05-01
Reporting Person: Skaruppa Matthew (Chief Financial Officer)
Non-Derivative Transactions
| Date | Security | Code | Shares | Price | A/D | Holdings After | Ownership |
|---|---|---|---|---|---|---|---|
| 2024-05-01 | Class A Common Stock | M | 8000 | $14.42 | Acquired | 72523 | Direct |
| 2024-05-01 | Class A Common Stock | S | 600 | $219.3614 | Disposed | 71923 | Direct |
| 2024-05-01 | Class A Common Stock | S | 1789 | $220.3521 | Disposed | 70134 | Direct |
| 2024-05-01 | Class A Common Stock | S | 877 | $220.96 | Disposed | 69257 | Direct |
| 2024-05-01 | Class A Common Stock | S | 500 | $222.0719 | Disposed | 68757 | Direct |
| 2024-05-01 | Class A Common Stock | S | 1434 | $223.2459 | Disposed | 67323 | Direct |
| 2024-05-01 | Class A Common Stock | S | 500 | $224.192 | Disposed | 66823 | Direct |
| 2024-05-01 | Class A Common Stock | S | 800 | $225.906 | Disposed | 66023 | Direct |
| 2024-05-01 | Class A Common Stock | S | 200 | $226.66 | Disposed | 65823 | Direct |
| 2024-05-01 | Class A Common Stock | S | 200 | $227.5027 | Disposed | 65623 | Direct |
| 2024-05-01 | Class A Common Stock | S | 500 | $229.68 | Disposed | 65123 | Direct |
| 2024-05-01 | Class A Common Stock | S | 500 | $230.52 | Disposed | 64623 | Direct |
| 2024-05-01 | Class A Common Stock | S | 100 | $231.75 | Disposed | 64523 | Direct |
Derivative Transactions
| Date | Security | Exercise Price | Code | Shares | A/D | Expiration | Underlying | Ownership |
|---|---|---|---|---|---|---|---|---|
| 2024-05-01 | Stock Option (Right to Buy) | $14.42 | M | 8000 | Disposed | 2030-03-10 | Class A Common Stock (8000) | Direct |
Footnotes
F1: The sale was effected pursuant to the Reporting Person's Rule 10b5-1 trading plan adopted on June 9, 2023.
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 $218.67 to $219.66, 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.
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 $219.69 to $220.66, 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.
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 $220.73 to $221.59, 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.
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 $221.73 to $222.28, 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.
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 $222.74 to $223.62, 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.
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 $223.97 to $224.70, 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.
F8: 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 $225.31 to $226.27, 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.
F9: 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 $226.31 to $227.01, 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.
F10: 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 $227.35 to $227.66, 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.
F11: 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 $229.19 to $230.16, 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.
F12: 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 $230.27 to $230.80, 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.
F13: The shares subject to the option are fully vested and exercisable.