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 insider sale notice under Rule 144: This Form 144 reports a proposed sale of 2,533 shares of the issuer's common stock through Morgan Stanley Smith Barney LLC, with an aggregate market value of $833,441.10 and an approximate sale date of 08/15/2025 on NASDAQ. The filing states these shares were acquired as restricted stock on 08/15/2025 from the issuer and paid for on that date.
The form also discloses recent sales by the same person: 2,709 shares sold on 07/01/2025 for $1,090,581.46 and 3,267 shares sold on 05/16/2025 for $1,726,185.67. The filer attests there is no undisclosed material adverse information.
Duolingo insider sale notice: This Form 144 shows that Matthew Skaruppa intends to sell 2,797 shares of Duolingo common stock through Morgan Stanley Smith Barney on 08/15/2025 on NASDAQ, with an aggregate market value reported as $920,305.86. The shares were recorded as restricted stock acquired from the issuer on 08/15/2025 and payment is noted the same day. The filing also discloses that Mr. Skaruppa sold 3,573 shares on 05/16/2025 for gross proceeds of $1,887,802.30. By signing, the filer represents there is no undisclosed material adverse information about the issuer.
Duolingo, Inc. (DUOL) Form 144 notice reports a proposed sale of 1,444 shares of common stock, with an aggregate market value of $475,123.94, to be sold on or about 08/15/2025 on NASDAQ. The filing shows the shares were acquired as restricted stock from the issuer on 08/15/2025. The company’s outstanding common shares are listed as 45,821,907, making this sale a very small fraction of total shares outstanding. The filer certifies no undisclosed material adverse information and affirms compliance with Rule 144 disclosure requirements.
Stephen C. Chen, General Counsel of Duolingo, Inc. (DUOL), reported a non-derivative disposition of 750 shares of Class A common stock on 08/15/2025 via transaction code G indicating a gift. After the reported disposition, Mr. Chen beneficially owned 35,435 shares, held directly. The filing discloses the insider's transfer method and remaining direct ownership in clear, routine SEC Form 4 format.
Duolingo, Inc. (DUOL) notice of proposed sale under Rule 144 shows an insider plans to sell 1,282 restricted common shares through Morgan Stanley Smith Barney LLC, with an aggregate market value reported as $421,820.56. The filing states the shares were acquired on 08/15/2025 from the issuer as restricted stock and payment was recorded as 08/15/2025. The filer also reported a prior sale by the same person of 2,635 common shares on 05/16/2025 generating gross proceeds of $1,388,480.36. The notice includes the standard representation that the seller is not aware of undisclosed material adverse information about the issuer.
Matthew Skaruppa, Chief Financial Officer of Duolingo, Inc. (DUOL), reported a non-derivative disposition of Class A common stock on 08/14/2025. The Form 4 shows a transaction coded G disposing of 2,522 shares at a reported price of $0, leaving 55,701 shares beneficially owned after the transaction. The filing was submitted as a single reporting person filing and signed on behalf of Mr. Skaruppa by an attorney-in-fact.
Natalie Glance, Chief Engineering Officer at Duolingo (DUOL), reported a Form 4 disclosing a transaction dated 08/12/2025 in Class A common stock. The filing shows a transaction code G for 2,300 shares at a reported price of $0. After the reported transaction she beneficially owned 124,645 shares directly and 130 shares indirectly through her son.
Capital World Investors reports beneficial ownership of 2,343,620 shares of Duolingo common stock, representing 6.0% of the 39,260,633 shares the filer believes are outstanding. The filing discloses sole voting power over 2,335,112 shares and sole dispositive power over 2,343,620 shares, indicating CWI can independently vote and dispose of the shares it holds.
The statement is submitted on Schedule 13G by an entity classified as an investment adviser (IA) and includes a certification that the securities are held in the ordinary course of business and not to change or influence control of the issuer, consistent with a passive ownership stake.
Baillie Gifford & Co has filed a Schedule 13G revealing a 5.6 % beneficial stake in Duolingo, Inc. (DUOL) as of 30 June 2025. The Scottish investment adviser reports ownership of 2,198,891 ordinary shares, crossing the 5 % reporting threshold.
- Sole voting power: 2,018,176 shares
- Sole dispositive power: 2,198,891 shares
- Shared voting/dispositive power: 0
The shares are held on behalf of advisory clients and were acquired in the ordinary course of business. As a passive Rule 13d-1(b) filing, Baillie Gifford states no intent to influence control of the issuer.
Key take-aways for investors: the position underscores continuing institutional support for DUOL, but a block of this size could become a liquidity overhang should the firm trim its holdings.
Form 4 highlights for Duolingo (DUOL): Co-founder, CTO, director and >10% owner Severin Hacker reported a series of insider transactions dated 8 Aug 2025.
- Option exercise: 10,000 Class B options exercised at $38.08 (cost ~$0.38 M).
- Conversions: Two line-items show 20,000 Class B shares converted to Class A; 10,000 of the converted shares were immediately sold.
- Sales: 10,000 Class A shares sold in 12 tranches between $338.80–$355.15; volume-weighted average ≈ $344, generating proceeds of roughly $3.4 M. Sales were executed under a Rule 10b5-1 plan adopted 11 Sep 2024.
- Post-trade ownership: Direct Class A stake falls to 72 shares; direct derivative holdings total 86,075 options; indirect trust continues to hold 2,896,917 Class B shares, underscoring continued majority control.
No earnings data or company guidance is included; the filing solely documents routine insider activity. Given the small size of the sale relative to Hacker’s remaining 2.9 M-share economic interest, market impact is likely limited.