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CWI Discloses 2.34M-Share Passive Position in Duolingo

Filing Impact
(Low)
Filing Sentiment
(Neutral)
Form Type
SCHEDULE 13G

Rhea-AI Filing Summary

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.

Positive

  • Beneficial ownership of 2,343,620 shares disclosed, representing a material 6.0% stake
  • Sole voting power for 2,335,112 shares, indicating direct voting control over most of the position
  • Filed on Schedule 13G as an Investment Adviser (IA), signifying a passive, non-activist holding

Negative

  • None.

Insights

TL;DR: Capital World Investors holds a material passive stake of 6.0% in Duolingo with sole voting and dispositive power over its position.

This Schedule 13G reports a clear, non-activist ownership position: 2,343,620 shares (6.0% of ~39.26M outstanding). The holder reports sole voting authority over 2,335,112 shares, which means the adviser can exercise votes on most of its economic exposure. Because the filing is a 13G and includes a certification that holdings are not to influence control, the market impact is informational rather than a signal of an activist campaign.

TL;DR: The filing is material for ownership transparency but indicates passive intent, not a governance change attempt.

From a governance perspective, ownership above the 5% threshold requires disclosure; CWI's declaration under the 13G framework and the certification that shares are held in the ordinary course suggest no imminent push for board or control actions. The concentration—6.0% with sole voting power on most shares—does make CWI a significant shareholder whose future actions merit monitoring, but the statement explicitly disclaims an intent to influence control.






Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)






SCHEDULE 13G





SCHEDULE 13G



Capital World Investors
Signature:Timothy J. Moon
Name/Title:Vice President and Senior Counsel, Capital Research and Management Company
Date:08/04/2025

FAQ

How many Duolingo (DUOL) shares does Capital World Investors own?

Capital World Investors beneficially owns 2,343,620 shares of Duolingo common stock.

What percentage of Duolingo does CWI own?

The filing reports ownership of 6.0% of the common stock, based on 39,260,633 shares believed outstanding.

Does Capital World Investors have voting control over its shares?

Yes. The filer reports sole voting power over 2,335,112 shares and no shared voting power.

Is this a passive or activist filing?

This is a Schedule 13G filing by an investment adviser and includes a certification that shares are held in the ordinary course of business and not to influence control, indicating passive intent.

Does the filing state whether the shares are held to influence control of Duolingo?

No. The certification states the securities were not acquired and are not held to change or influence control of the issuer.

Who signed the Schedule 13G on behalf of Capital World Investors?

The filing is signed by Timothy J. Moon, Vice President and Senior Counsel, Capital Research and Management Company.
Duolingo, Inc.

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