Luis von Ahn - 17 Feb 2026 Form 4 Insider Report for Duolingo, Inc. (DUOL)

Signature
/s/ Stephen Chen, as Attorney-in-Fact for Luis von Ahn
Issuer symbol
DUOL
Transactions as of
17 Feb 2026
Net transactions value
-$6,038,255
Form type
4
Filing time
20 Feb 2026, 06:01:19 UTC
Previous filing
03 Dec 2025

Reporting Owners (1)

Name Relationship Address Signature Signature date CIK
von Ahn Luis President & CEO, Co-Founder, Director, 10%+ Owner C/O DUOLINGO, INC., 5900 PENN AVENUE, PITTSBURGH /s/ Stephen Chen, as Attorney-in-Fact for Luis von Ahn 19 Feb 2026 0001829259

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 Performance-Based Restricted Stock Units Options Exercise $0 -120,000 -18% $0.000000 540,000 17 Feb 2026 Class B Common Stock 120,000 Direct F1, F2
transaction DUOL Class B Common Stock Options Exercise $0 +120,000 +3.7% $0.000000 3,406,635 17 Feb 2026 Class A Common Stock 120,000 Direct F3
transaction DUOL Class B Common Stock Tax liability $6,038,255 -53,640 -1.6% $112.57 3,352,995 17 Feb 2026 Class A Common Stock 53,640 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The performance-based condition will be satisfied upon the Issuer's Class A common stock achieving certain stock price hurdles over a period of ten years. Vested PSUs will be settled by the issuance of the underlying Class B Common Stock on the first anniversary of vesting, subject to acceleration upon a termination of employment or a change in control of the Issuer.
F2 Each Performance-Based Restricted Stock Unit ("PSU") represents a contingent right to receive one share of the Issuer's Class B Common Stock upon vesting. The PSUs vest upon the satisfaction of both a service-based condition and a performance-based condition. The service-based condition is satisfied as to 25% of the PSUs on each anniversary of the completion of the Issuer's initial public offering of Class A common stock based on the Reporting Person's continuous service as CEO to the Issuer through the applicable vesting dates, subject to acceleration upon a cessation of service as CEO as a result of death or permanent disability.
F3 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.