| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| Chen Stephen C. | General Counsel | C/O DUOLINGO, INC., 5900 PENN AVENUE, PITTSBURGH | /s/ Stephen C. Chen | 19 May 2025 | 0001869758 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | DUOL | Class A Common Stock | Sale | $665,795 | -1,268 | -3.3% | $525.07 | 37,552 | 16 May 2025 | Direct | F1, F2 |
| transaction | DUOL | Class A Common Stock | Sale | $157,933 | -300 | -0.8% | $526.44 | 37,252 | 16 May 2025 | Direct | F1, F3 |
| transaction | DUOL | Class A Common Stock | Sale | $158,282 | -300 | -0.81% | $527.61 | 36,952 | 16 May 2025 | Direct | F1, F4 |
| transaction | DUOL | Class A Common Stock | Sale | $247,161 | -467 | -1.3% | $529.25 | 36,485 | 16 May 2025 | Direct | F1, F5 |
| transaction | DUOL | Class A Common Stock | Sale | $53,022 | -100 | -0.27% | $530.22 | 36,385 | 16 May 2025 | Direct | F1 |
| transaction | DUOL | Class A Common Stock | Sale | $106,287 | -200 | -0.55% | $531.44 | 36,185 | 16 May 2025 | Direct | F1, F6 |
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 May 31, 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 $525.00 to $525.95, 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 $526.00 to $526.96, 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 $527.36 to $527.74, 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 $528.89 to $529.65, 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 $531.40 to $531.47, 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. |