Matthew Skaruppa - Mar 6, 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
Mar 6, 2023
Transactions value $
-$1,329,296
Form type
4
Date filed
3/7/2023, 07:53 PM
Previous filing
Mar 2, 2023
Next filing
Apr 4, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DUOL Class A Common Stock Options Exercise $173K +12K +27.28% $14.42* 56K Mar 6, 2023 Direct
transaction DUOL Class A Common Stock Sale -$1.5M -12K -21.43% $125.19 44K Mar 6, 2023 Direct F1, F2

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 -12K -5.45% $0.00 208K Mar 6, 2023 Class A Common Stock 12K $14.42 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The sale was 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 $125.00 to $125.66, 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 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.