| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | DUOL | Class A Common Stock | Conversion of derivative security | $0 | +41.5K | +57668.06% | $0.00 | 41.6K | Dec 12, 2024 | Direct | |
| transaction | DUOL | Class A Common Stock | Sale | -$728K | -2.16K | -5.2% | $336.91 | 39.4K | Dec 12, 2024 | Direct | F1, F2 |
| transaction | DUOL | Class A Common Stock | Sale | -$835K | -2.47K | -6.26% | $337.97 | 37K | Dec 12, 2024 | Direct | F1, F3 |
| transaction | DUOL | Class A Common Stock | Sale | -$2.33M | -6.88K | -18.61% | $338.87 | 30.1K | Dec 12, 2024 | Direct | F1, F4 |
| transaction | DUOL | Class A Common Stock | Sale | -$4.71M | -13.9K | -46.1% | $339.67 | 16.2K | Dec 12, 2024 | Direct | F1, F5 |
| transaction | DUOL | Class A Common Stock | Sale | -$1.68M | -4.92K | -30.35% | $340.96 | 11.3K | Dec 12, 2024 | Direct | F1, F6 |
| transaction | DUOL | Class A Common Stock | Sale | -$1.15M | -3.38K | -29.89% | $341.94 | 7.92K | Dec 12, 2024 | Direct | F1, F7 |
| transaction | DUOL | Class A Common Stock | Sale | -$2.06M | -6.02K | -75.97% | $342.88 | 1.9K | Dec 12, 2024 | Direct | F1, F8 |
| transaction | DUOL | Class A Common Stock | Sale | -$537K | -1.56K | -82.08% | $343.86 | 341 | Dec 12, 2024 | Direct | F1, F9 |
| transaction | DUOL | Class A Common Stock | Sale | -$92.7K | -269 | -78.89% | $344.72 | 72 | Dec 12, 2024 | Direct | F1 |
| 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 | -41.5K | -28.52% | $0.00 | 104K | Dec 12, 2024 | Class B Common Stock | 41.5K | $14.42 | Direct | F10 |
| transaction | DUOL | Class B Common Stock | Conversion of derivative security | $0 | +41.5K | +71.78% | $0.00 | 99.4K | Dec 12, 2024 | Class A Common Stock | 41.5K | Direct | F11 | |
| transaction | DUOL | Class B Common Stock | Conversion of derivative security | $0 | -41.5K | -41.79% | $0.00 | 57.8K | Dec 12, 2024 | Class A Common Stock | 41.5K | Direct | F11 | |
| holding | DUOL | Class B Common Stock | 2.96M | Dec 12, 2024 | Class A Common Stock | 2.96M | See footnote | F11, F12 |
Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.
Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
| Id | Content |
|---|---|
| F1 | The sale was effected pursuant to the Reporting Person's Rule 10b5-1 trading plan adopted on September 11, 2024. |
| 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 $336.30 to $337.25, 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 $337.32 to $338.31, 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 $338.33 to $339.32, 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 $339.36 to $340.33, 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 $340.445 to $341.44, 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 $341.45 to $342.43, 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 $342.45 to $343.43, 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 $343.52 to $344.35, 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 shares subject to the option are fully vested and exercisable. |
| F11 | Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. Each share of Class B Common Stock will convert automatically into one share of Class A Common Stock in connection with: (i) any transfer, whether or not for value, except for certain permitted transfers further described in the Issuer's amended and restated certificate of incorporation, (ii) such time as the aggregate number of shares of Class B Common Stock outstanding ceases to represent 5% of the aggregate number of shares of Common Stock outstanding, and (iii) the death of the Reporting Person. |
| F12 | Shares held by SBH Trust dated March 10, 2020, of which Reporting Person is Trustee. |