Duolingo, Inc. SEC Filings

Duolingo, Inc. notice records a proposed sale of 40,000 common shares by an insider via Morgan Stanley Smith Barney, with an aggregate market value of $12,905,200 and an approximate sale date of 10/06/2025 on NASDAQ. The securities were acquired the same day by exercise of stock options and paid in cash. The filing also discloses six prior 10b5-1 plan sales by the same person, each for 10,000 shares between 07/07/2025 and 09/19/2025, producing gross proceeds ranging from $2,685,462 to $3,928,885. The signer represents they have no undisclosed material adverse information and, where applicable, relies on a written trading plan or instructions that satisfy Rule 10b5-1.

Natalie Glance, Chief Engineering Officer of Duolingo, Inc. (DUOL), reported multiple open-market sales of Class A common stock executed on 10/01/2025 pursuant to a Rule 10b5-1 trading plan adopted on 11/14/2024. The filings show nine sale entries totaling 3,283 shares sold at weighted-average prices reported in footnotes, with transaction price ranges between $303.45 and $320.21. Following these disposals, the reporting person directly beneficially owns 116,171 shares and indirectly owns 130 shares through a family member, for combined beneficial ownership of 116,301 shares.

Severin Hacker, Duolingo Chief Technology Officer and co-founder, reported option exercise and planned sales under a Rule 10b5-1 plan. The filing shows a $38.08 stock option exercised to acquire 10,000 shares on 09/19/2025. Those 10,000 shares were subsequently sold in multiple transactions under a 10b5-1 plan adopted September 11, 2024, for weighted-average prices reported in five separate sale groups ranging from about $286.26 to $291.15, generating aggregate sales of 10,000 shares. After the option exercise and sales, the reporting person shows 72 shares of Class A common stock directly owned and larger holdings of Class B and indirect holdings, including 2,886,917 Class A-equivalent shares held indirectly through the SBH Trust (Reporting Person is trustee).

Stephen C. Chen, General Counsel of Duolingo, Inc. (DUOL), exercised stock options to acquire 1,700 shares of Class A common stock on 09/18/2025 at an exercise price of $14.42 per share. The filing shows the option shares were fully vested and exercisable. After the reported transaction, Mr. Chen directly beneficially owned 34,338 shares of Class A common stock and held derivative securities covering 2,506 shares. The derivative line reflects that 1,700 option shares were acquired on the transaction date and that his total derivative holdings following the transaction are 2,506, with the newly acquired options exercisable through 03/10/2030.

Severin Hacker, Chief Tech Officer and Co‑Founder of Duolingo (DUOL), reported transactions on 09/05/2025. He exercised a fully vested option to buy 10,000 shares at $38.08 and contemporaneously sold 10,000 Class A shares across multiple transactions under a Rule 10b5‑1 trading plan adopted 09/11/2024 at weighted average prices in the mid‑$260s. After the reported trades, Mr. Hacker directly holds 72 Class A shares and 55,252 Class B shares (which are convertible into Class A); he also has indirect ownership of 2,886,917 Class A shares via the SBH Trust.

Duolingo General Counsel Stephen C. Chen reported a sale of Class A common stock. Mr. Chen sold 1,515 shares at $321.36 per share on 08/26/2025 under a Rule 10b5-1 trading plan adopted May 27, 2025. After the sale he beneficially owned 32,638 shares, reported in a Form 4 signed on 08/28/2025. The filing identifies Mr. Chen as an officer (General Counsel) and notes the transaction was executed pursuant to his pre-established trading plan.

Duolingo CFO Matthew Skaruppa reported multiple transactions on 08/26/2025. He exercised a stock option for 1,378 shares at $14.42 and sold a total of 10,937 Class A shares under a Rule 10b5-1 trading plan, with weighted-average sale prices in multiple ranges from about $310.87 to $321.36 per share. Following these transactions, the filing shows beneficial ownership of 43,345 Class A shares. The sales were executed pursuant to a 10b5-1 plan adopted May 27, 2025, and the reporting person commits to provide transaction-level price details on request.

Duolingo, Inc. (DUOL) Form 144 notice reports a proposed sale of 1,515 common shares through Morgan Stanley Smith Barney, with an aggregate market value of $486,981.60 and an approximate sale date of 08/26/2025. The shares were acquired as restricted stock units (RSUs) on 05/15/2022. The filer also reported a recent sale within the past three months: 1,282 shares sold on 08/15/2025 generating gross proceeds of $421,816.46. The notice includes the required representation that the selling person is not aware of undisclosed material adverse information and references Rule 10b5-1 procedures if applicable.

Insider sale notice for Duolingo (DUOL): This Form 144 reports a proposed sale of 10,937 shares of Duolingo common stock through Morgan Stanley Smith Barney LLC on the NASDAQ with an aggregate market value of $3,515,589.28. The filing lists 39,694,545 shares outstanding. The shares being offered were acquired by the filer through three events: exercise of stock options on 08/26/2025 (1,378 shares), previously exercised options on 06/12/2024 (6,500 shares), and restricted stock units on 05/15/2022 (3,059 shares). The notice also discloses a prior sale by the same person: 2,797 shares sold on 08/15/2025 for gross proceeds of $920,296.91. The filer certifies they are not aware of any undisclosed material adverse information.