Matthew Skaruppa - Jan 3, 2023 Form 4 Insider Report for Duolingo, Inc. (DUOL)

Role
Chief Financial Officer
Signature
/s/ Stephen Chen, as Attorney-in-Fact for Matthew Skaruppa
Stock symbol
DUOL
Transactions as of
Jan 3, 2023
Transactions value $
-$280,171
Form type
4
Date filed
1/4/2023, 04:32 PM
Previous filing
Nov 18, 2022
Next filing
Jan 18, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DUOL Class A Common Stock Options Exercise $72.1K +5K +10.22% $14.42* 53.9K Jan 3, 2023 Direct
transaction DUOL Class A Common Stock Sale -$55.6K -800 -1.48% $69.45 53.1K Jan 3, 2023 Direct F1, F2
transaction DUOL Class A Common Stock Sale -$275K -3.9K -7.34% $70.57 49.2K Jan 3, 2023 Direct F1, F3
transaction DUOL Class A Common Stock Sale -$21.5K -300 -0.61% $71.69 48.9K Jan 3, 2023 Direct F1, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction DUOL Stock Option (Right to Buy) Options Exercise $0 -5K -2.17% $0.00 225K Jan 3, 2023 Class A Common Stock 5K $14.42 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The sales reported in this Form 4 were effected pursuant to the Reporting Person's Rule 10b5-1 trading plan.
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 $69.09 to $70.04, 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.
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 $70.11 to $71.07, 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 $71.41 to $71.88, 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 25% of the shares subject to the option vest on the first anniversary measured from February 24, 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.