Welcome to our dedicated page for Duolingo SEC filings (Ticker: DUOL), a comprehensive resource for investors and traders seeking official regulatory documents including 10-K annual reports, 10-Q quarterly earnings, 8-K material events, and insider trading forms.
Duolingo, Inc.'s SEC filings document its Nasdaq-listed Class A common stock, operating results furnished on Form 8-K, and governance matters presented through proxy materials. The filings cover quarterly and annual financial-result releases, preliminary operating metrics, shareholder-letter exhibits and amendments to furnished earnings materials.
Duolingo filings also record capital-allocation disclosures, including a share repurchase authorization, and public-company governance items such as annual meeting proposals, board and committee matters, executive compensation, equity awards and leadership appointments. These records describe the company's reporting controls, stockholder voting framework and corporate actions as a public mobile learning platform.
Duolingo President & CEO Luis von Ahn exercised performance-based restricted stock units into 120,000 shares of Class B common stock on February 17, 2026. To cover tax obligations, 53,640 Class B shares were disposed of through a tax-withholding transaction at $112.57 per share. Following these transactions, he directly holds 3,352,995 Class B common shares and 540,000 performance-based restricted stock units that vest upon meeting both service and stock price conditions over time.
DUOL affiliate submitted a Form 144 notice relating to Common stock. The filing lists 1,901 Restricted Stock Units associated with Morgan Stanley Smith Barney LLC and records a prior sale by Stephen Chen of 896 shares on 02/17/2026.
Matthew Skaruppa submitted a Section 144 notice to sell 3,986 restricted stock units of common stock, listed as issued on 02/15/2026. The filing also discloses a prior sale of 1,870 common shares on 02/17/2026 for $205,813.32.
The broker listed is Morgan Stanley Smith Barney LLC Executive Financial Services at New York Plaza. The filing identifies the securities as Restricted Stock Units to be sold; cash‑flow treatment and planned distribution methods are not stated in the excerpt.
Duolingo, Inc. reports an insider sale notice for restricted stock units. The filing lists 3,545 restricted stock units to be sold as of 02/15/2026 and discloses that 1,741 shares were sold in the past three months on 02/17/2026 for $191,615.50.
A shareholder filed a notice of intent to sell 1,870 shares of common stock through Morgan Stanley Smith Barney, with an aggregate market value of $205,813.32, to be sold on or around 02/17/2026 on the NASDAQ.
The shares to be sold were acquired as restricted stock on 02/15/2026 directly from the issuer in the same amount. Over the prior three months, Matthew Skaruppa previously sold 3,059 common shares on 11/18/2025 for $537,642.80 in gross proceeds.
A holder of common shares filed a notice of proposed sale under Rule 144, planning to sell 1,741 shares through Morgan Stanley Smith Barney LLC on the NASDAQ around 02/17/2026. The aggregate market value of the planned sale is $191,615.50, versus 40,013,533 shares outstanding.
The 1,741 shares were acquired from the issuer as restricted stock on 02/15/2026. The filing also notes that Natalie Glance sold 2,471 common shares on 11/18/2025 for $434,365.97. The seller represents they are not aware of any undisclosed material adverse information about the issuer’s operations.
Duolingo stockholder Stephen Chen has filed a Form 144 notice to sell 896 shares of common stock. The planned sale is to be executed through Morgan Stanley Smith Barney LLC on NASDAQ around 02/17/2026, with an aggregate market value listed as 98614.30 and 40013533 shares outstanding.
The 896 shares were acquired as restricted stock from the issuer on 02/15/2026, with payment also dated 02/15/2026 and described as not applicable for special consideration. The filing also notes that Chen sold 1514 common shares on 11/18/2025, generating gross proceeds of 266265.06 over the prior three months.
Duolingo filed a notice of proposed insider share sales under Rule 144. The filing covers 1,000 shares of common stock with an aggregate market value of $110,060.60, to be sold through Morgan Stanley Smith Barney LLC on the NASDAQ, with an approximate sale date of 02/17/2026.
The shares were acquired as restricted stock from the issuer on 02/15/2026, with 40,013,533 shares of the same class shown as outstanding. The seller represents they are not aware of any undisclosed material adverse information about Duolingo’s current or prospective operations.
Duolingo, Inc. reported that it issued a press release with a preliminary update on certain operating metrics for the quarter ended December 31, 2025, noting that these figures are estimates and may change after normal closing and review procedures. The release is furnished as an exhibit rather than filed, meaning it is not automatically incorporated into other securities filings.
The company also announced a planned chief financial officer transition. Matthew Skaruppa has resigned as CFO, to be succeeded by current director Gillian Munson as chief financial officer, principal financial officer, and principal accounting officer effective February 23, 2026. The company states that neither Skaruppa nor Munson resigned because of any disagreements regarding operations, policies, or practices. Skaruppa will remain in an advisory role through November 20, 2026 under a transition agreement providing a monthly base salary of $32,292, continued RSU vesting, and access to certain benefits. Munson’s offer includes an $800,000 annual base salary and a start-date RSU grant calculated from $14 million in value, vesting over four years, along with defined severance protections, including salary continuation and potential equity acceleration upon certain terminations.
Duolingo, Inc. director Mario Schlosser filed an amended insider ownership report related to a transaction dated June 11, 2025. The amendment corrects a prior filing that accidentally left out 1,742 shares that were beneficially owned after the reported transaction. Following this correction, Schlosser is shown as directly owning 2,121 shares of Duolingo Class A common stock. This update is administrative in nature and does not reflect a new transaction, but rather a clarification of the director's previously reported holdings.