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.
Lilly III John Osborne reported acquisition or exercise transactions in this Form 4 filing.
Duolingo director John Osborne Lilly III received an equity award of 2,001 restricted stock units, each convertible into one share of Class A common stock upon vesting. After this grant, he directly holds 8,905 shares. All RSUs vest 100% on the earlier of the first anniversary of the grant date or the next annual stockholder meeting, assuming continued service.
Duolingo director William B. Gordon received an equity grant of 2,001 restricted stock units (RSUs) for Class A Common Stock. The award was granted at no cash cost and increases his direct holdings to 78,415 shares following the transaction.
The RSUs vest 100% on the earlier of the first anniversary of the grant date or the date of Duolingo’s next annual meeting of stockholders, as long as he continues to serve the company. Upon vesting, each RSU converts into one share of Duolingo Class A Common Stock.
Duolingo director Mario Schlosser received an equity award of 2,001 Class A shares in the form of restricted stock units (RSUs). The RSUs carry no cash exercise price and convert into one share of Class A Common Stock per unit when they vest.
According to the vesting terms, 100% of the RSUs vest on the earlier of the first anniversary of the grant date or the next annual stockholder meeting, as long as Schlosser continues serving the company. After this grant, he directly holds 4,122 Class A shares.
Duolingo, Inc. director Bonnie Ross received an equity grant of 2,001 Class A shares in the form of restricted stock units (RSUs). The award was granted at no cash cost to her and increases her direct holdings to 3,345 Class A shares.
Each RSU converts into one share of Class A Common Stock when it vests. According to the grant terms, 100% of the RSUs vest on the earlier of the first anniversary of the grant date or the next annual meeting of Duolingo’s stockholders, as long as Ross continues serving the company.
Duolingo, Inc. director and CTO/co-founder Severin Hacker reported equity compensation activity involving performance-based restricted stock units (PSUs) tied to the company’s Class B Common Stock. On this Form 4, 60,000 PSUs were exercised into 60,000 shares of Class B Common Stock at a conversion price of $0.00 per share, reflecting the vesting of a portion of his long-term incentive award. To cover tax obligations, 31,920 shares of Class B Common Stock were disposed of in a tax-withholding transaction at $107.82 per share, which is not an open-market sale. Following these transactions, Hacker holds 205,273 shares of Class B Common Stock directly and 72 shares of Class A Common Stock directly, plus 2,836,917 shares of Class B Common Stock indirectly through the SBH Trust dated March 10, 2020, of which he is trustee. Each PSU represents a contingent right to receive one share of Class B Common Stock, subject to both service-based vesting tied to anniversaries of Duolingo’s IPO and performance-based stock price hurdles over a ten-year period, with settled shares generally delivered on the first anniversary of vesting.
Duolingo CEO Luis von Ahn exercised performance-based equity awards and had shares withheld to cover taxes. On this date, he exercised derivative awards for 120,000 performance-based restricted stock units that convert into Class B Common Stock, and a corresponding derivative entry for 120,000 shares was recorded.
To satisfy tax obligations, 54,875 shares of Class B Common Stock were disposed of at a reference price of $107.82 per share through a tax-withholding transaction, not an open-market sale. After these transactions, he directly held 3,422,995 shares of Class B Common Stock.
Duolingo, Inc. General Counsel Stephen C. Chen reported a mix of equity awards and share sales. On May 15, 2026, he received 24,411 Restricted Stock Units (RSUs), each convertible into one share of Class A Common Stock, with 1/16 of the RSUs vesting on each quarterly anniversary of May 15, 2026.
Also on May 15, 2026, 820 shares were sold at $112.16 per share to satisfy tax withholding obligations tied to RSU vesting. On May 18, 2026, he executed additional open-market sales of 1,277 shares at $113.2714 and 700 shares at $114.2216, effected under a pre-arranged Rule 10b5-1 trading plan. Following these transactions, he directly holds 52,807 shares of Duolingo Class A Common Stock.
Duolingo, Inc. Chief Engineering Officer Natalie Glance reported RSU grants and related share sales. She received 39,058 Restricted Stock Units, each convertible into one share of Class A Common Stock, with 1/16th of the RSUs vesting on each quarterly anniversary of May 15, 2026.
To cover tax withholding tied to RSU vesting and share delivery, 5,289 shares of Class A Common Stock were sold in multiple transactions on May 15 and May 18, 2026 at weighted average prices between about $112 and $114 per share, pursuant to a Rule 10b5-1 trading plan adopted on September 15, 2025. After these transactions, Glance holds 173,401 shares directly and 130 shares indirectly through her son.
Duolingo Chief Business Officer Robert Meese reported routine equity compensation activity. He received a grant of 19,529 Restricted Stock Units tied to Class A Common Stock at a reference price of $112.06 per share. The RSUs vest in 16 equal quarterly installments starting on May 15, 2026.
In connection with RSU vesting and share delivery, 1,420 shares were automatically sold at $112.16 per share to satisfy tax withholding obligations, a non-discretionary transaction. Following these activities, Meese holds 172,165 Class A shares directly and 1,800 shares indirectly through two qualified minor’s trusts.
Morgan Stanley Smith Barney LLC filed a Form 144 proposing the sale of 3,360 restricted stock units of DUOL. The filing lists the security type as Restricted Stock Units with an event date of 05/15/2026.
The disclosure also shows 1,929 common shares were sold during the past three months by Natalie Glance on 05/15/2026 with an associated figure of 216,347.38 in the same row.