Duolingo insider reports sale of 820 shares

Duolingo reporting person Stephen Chen reported the sale of 820 shares of Common Stock underlying Restricted Stock Units on 05/15/2026, with proceeds shown as $91,967.26.

Rhea-AI Filing Summary

Duolingo reporting person Stephen Chen reported the sale of 820 shares of Common Stock underlying Restricted Stock Units on 05/15/2026, with proceeds shown as $91,967.26.

Shares outstanding were 40,237,065 as of 05/18/2026; this is a baseline figure, not the amount being offered.

Insights

Corporate Governance Analyst

Small, routine insider sale of vested RSUs reported.

The filing shows a reported disposition of 820 shares via Restricted Stock Units on 05/15/2026 with proceeds of $91,967.26. The transaction size is small relative to the disclosed outstanding share count of 40,237,065 as of 05/18/2026.

Because this is a single Form 144 notice for a modest amount, the direct market impact is likely limited; subsequent filings may show whether additional planned dispositions occur.

Key Figures

Shares sold: 820 shares Proceeds shown: $91,967.26 Shares outstanding: 40,237,065 shares

3 metrics

Shares sold 820 shares Reported sale date 05/15/2026

Proceeds shown $91,967.26 Proceeds tied to the 05/15/2026 sale

Shares outstanding 40,237,065 shares As of 05/18/2026 (baseline figure)

Key Terms

Restricted Stock Units, Form 144, Morgan Stanley Smith Barney LLC

3 terms

Restricted Stock Units financial

"Restricted Stock Units | Issuer | 05/15/2026"

Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.

Form 144 regulatory

"CONTENT METADATA: "form_type": "144""

Form 144 is a document that investors must file with the government when they plan to sell a large number of shares of a company's stock. It helps ensure transparency so everyone knows how many shares are being sold and when, which can impact the stock's price.

Morgan Stanley Smith Barney LLC other

"Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did the Duolingo (DUOL) filing report about Stephen Chen?

It reports Stephen Chen sold 820 shares of Common Stock via Restricted Stock Units on 05/15/2026, showing proceeds of $91,967.26. The filing is a Rule 144 notice of sale by an affiliate or reporting person.

How large was the insider sale relative to outstanding shares for DUOL?

The filing shows 820 shares sold versus 40,237,065 shares outstanding as of 05/18/2026. This sale represents a very small fraction of the disclosed outstanding share count.

What type of securities were sold in the DUOL Form 144?

The securities are listed as Common Stock underlying Restricted Stock Units, with the sale date shown as 05/15/2026. The Form 144 documents a reported disposition under Rule 144.

Who is the broker or intermediary listed on the filing?

The filing lists Morgan Stanley Smith Barney LLC at 1 New York Plaza, indicating the broker-dealer involved in the transaction; specific execution details are not provided in the excerpt.

Does this Form 144 indicate ongoing sales or large dilution for DUOL?

The Form 144 shows a single reported sale of 820 shares; it does not indicate additional planned sales or dilution. Any further sales would appear in subsequent filings if reported.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Accepted by SEC EDGAR 05/18/2026 - 04:29 PM Learn about SEC filing dates

Form 144 Filer Information	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 144 NOTICE OF PROPOSED SALE OF SECURITIES PURSUANT TO RULE 144 UNDER THE SECURITIES ACT OF 1933
FORM 144

144: Filer Information

Filer CIK	0001869758
Filer CCC	XXXXXXXX
Is this a LIVE or TEST Filing?	LIVE TEST
Submission Contact Information
Name
Phone
E-Mail Address

144: Issuer Information

Name of Issuer	Duolingo, Inc.
SEC File Number	001-40653
Address of Issuer	5900 Penn Avenue Pittsburgh PENNSYLVANIA 15206
Phone	4125676602
Name of Person for Whose Account the Securities are To Be Sold	STEPHEN CHEN
See the definition of "person" in paragraph (a) of Rule 144. Information is to be given not only as to the person for whose account the securities are to be sold but also as to all other persons included in that definition. In addition, information shall be given as to sales by all persons whose sales are required by paragraph (e) of Rule 144 to be aggregated with sales for the account of the person filing this notice.
Relationship to Issuer	Officer

144: Securities Information

Title of the Class of Securities To Be Sold	Name and Address of the Broker	Number of Shares or Other Units To Be Sold	Aggregate Market Value	Number of Shares or Other Units Outstanding	Approximate Date of Sale	Name the Securities Exchange
Common	Morgan Stanley Smith Barney LLC Executive Financial Services 1 New York Plaza 8th Floor New York NY 10004	1977	221542.62	40237065	05/18/2026	NASDAQ

Furnish the following information with respect to the acquisition of the securities to be sold and with respect to the payment of all or any part of the purchase price or other consideration therefor:

144: Securities To Be Sold

Title of the Class	Date you Acquired	Nature of Acquisition Transaction	Name of Person from Whom Acquired	Is this a Gift?	Date Donor Acquired	Amount of Securities Acquired	Date of Payment	Nature of Payment *
Common	05/15/2026	Restricted Stock Units	Issuer			1977	05/15/2026	N/A

* If the securities were purchased and full payment therefor was not made in cash at the time of purchase, explain in the table or in a note thereto the nature of the consideration given. If the consideration consisted of any note or other obligation, or if payment was made in installments describe the arrangement and state when the note or other obligation was discharged in full or the last installment paid.

Furnish the following information as to all securities of the issuer sold during the past 3 months by the person for whose account the securities are to be sold.

144: Securities Sold During The Past 3 Months

Name and Address of Seller	Title of Securities Sold	Date of Sale	Amount of Securities Sold	Gross Proceeds
STEPHEN CHEN 5900 Penn Avenue Pittsburgh PA 15206	Common	05/15/2026	820	91967.26

144: Remarks and Signature

Remarks
Date of Notice	05/18/2026
Date of Plan Adoption or Giving of Instruction, If Relying on Rule 10b5-1	05/27/2025
ATTENTION:
The person for whose account the securities to which this notice relates are to be sold hereby represents by signing this notice that he does not know any material adverse information in regard to the current and prospective operations of the Issuer of the securities to be sold which has not been publicly disclosed. If such person has adopted a written trading plan or given trading instructions to satisfy Rule 10b5-1 under the Exchange Act, by signing the form and indicating the date that the plan was adopted or the instruction given, that person makes such representation as of the plan adoption or instruction date.
Signature	/s/ Stephen Chen
ATTENTION: Intentional misstatements or omission of facts constitute Federal Criminal Violations (See 18 U.S.C. 1001)