| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| Skaruppa Matthew | Chief Financial Officer | C/O DUOLINGO, INC., 5900 PENN AVENUE, PITTSBURGH | /s/ Stephen Chen, as Attorney-in-Fact for Matthew Skaruppa | 19 May 2025 | 0001869669 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | DUOL | Class A Common Stock | Sale | $473,544 | -900 | -1.5% | $526.16 | 60,896 | 16 May 2025 | Direct | F1, F2 |
| transaction | DUOL | Class A Common Stock | Sale | $369,087 | -700 | -1.1% | $527.27 | 60,196 | 16 May 2025 | Direct | F1, F3 |
| transaction | DUOL | Class A Common Stock | Sale | $277,001 | -524 | -0.87% | $528.63 | 59,672 | 16 May 2025 | Direct | F1, F4 |
| transaction | DUOL | Class A Common Stock | Sale | $449,501 | -849 | -1.4% | $529.45 | 58,823 | 16 May 2025 | Direct | F1, F5 |
| transaction | DUOL | Class A Common Stock | Sale | $106,099 | -200 | -0.34% | $530.50 | 58,623 | 16 May 2025 | Direct | F1, F6 |
| transaction | DUOL | Class A Common Stock | Sale | $212,570 | -400 | -0.68% | $531.42 | 58,223 | 16 May 2025 | Direct | F1, F7 |
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 22, 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 $525.84 to $526.75, 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 $526.93 to $527.51, 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 $527.96 to $528.86, 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 $529.07 to $529.77, 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 $530.23 to $530.76, 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 $531.40 to $531.46, 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. |