DUOL: Baillie Gifford Files Passive 13G for 2.2M Shares, 5.6% Ownership

Rhea-AI Filing Summary

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.

Positive

• 5.6 % institutional stake signals continued confidence from a respected long-term growth investor.
• Passive 13G filing suggests no activist agenda, reducing governance uncertainty.

Negative

• Potential supply overhang if Baillie Gifford decides to sell part of its 2.2 million-share block.

Insights

Securities Analyst

TL;DR: Passive filing shows 5.6 % DUOL stake by Baillie Gifford—signal of institutional confidence, but modest direct impact on fundamentals.

The disclosure affirms that a respected global growth manager remains a top-five shareholder. Passive 13G status lowers the probability of activist proposals, keeping management’s strategic flexibility intact. While supportive for sentiment, the stake is not large enough to dictate outcomes and could be reduced without prior notice, posing some trading-volume risk. Overall, this is informational rather than transformational.

Portfolio Manager

TL;DR: 5.6 % holding adds buy-side credibility; limited market impact unless Baillie Gifford significantly changes position.

Large-cap growth specialists often build positions gradually; maintenance of a >5 % stake indicates conviction in DUOL’s language-learning platform scalability. However, the firm's ability to liquidate nearly 2.2 million shares could create price pressure in thin trading periods. Investors should monitor future 13F/13G updates for directionality.

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

Duolingo, Inc.

(Name of Issuer)

Ordinary Shares

(Title of Class of Securities)

24823R105

(CUSIP Number)

06/30/2025

(Date of Event Which Requires Filing of this Statement)

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

CUSIP No. 24823R105

1

Names of Reporting Persons

BAILLIE GIFFORD & CO

2

Check the appropriate box if a member of a Group (see instructions)

(a)
(b)

3

Sec Use Only

4

Citizenship or Place of Organization

UNITED KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With:

5	Sole Voting Power 2,018,176.00
6	Shared Voting Power 0.00
7	Sole Dispositive Power 2,198,891.00
8	Shared Dispositive Power 0.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,198,891.00

10

Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)

11

Percent of class represented by amount in row (9)

5.6 %

12

Type of Reporting Person (See Instructions)

IA

SCHEDULE 13G

Item 1.
(a)	Name of issuer: Duolingo, Inc.
(b)	Address of issuer's principal executive offices: 5900 PENN AVE, SECOND FLOOR, PITTSBURGH, PENNSYLVANIA, 15206
Item 2.
(a)	Name of person filing: Baillie Gifford & Co
(b)	Address or principal business office or, if none, residence: Calton Square 1 Greenside Row Edinburgh EH1 3AN Scotland UK
(c)	Citizenship: Scotland
(d)	Title of class of securities: Ordinary Shares
(e)	CUSIP No.: 24823R105
Item 3.	If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)	Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)	Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)	Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)	Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)	An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)	An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)	A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)	A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)	A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)	A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J), please specify the type of institution:
(k)	Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
	Investment Adviser
Item 4.	Ownership
(a)	Amount beneficially owned: 2,198,891
(b)	Percent of class: 5.60%
(c)	Number of shares as to which the person has:
	(i) Sole power to vote or to direct the vote: 2,018,176
	(ii) Shared power to vote or to direct the vote: 0
	(iii) Sole power to dispose or to direct the disposition of: 2,198,891
	(iv) Shared power to dispose or to direct the disposition of: 0
Item 5.	Ownership of 5 Percent or Less of a Class.
Item 6.	Ownership of more than 5 Percent on Behalf of Another Person.
	If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required. Securities reported on this Schedule 13G as being beneficially owned by Baillie Gifford & Co. are held by Baillie Gifford & Co. and/or one or more of its investment adviser subsidiaries, which may include Baillie Gifford Overseas Limited, on behalf of investment advisory clients, which may include investment companies registered under the Investment Company Act, employee benefit plans, pension funds or other institutional clients.
Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
	Not Applicable
Item 8.	Identification and Classification of Members of the Group.
	Not Applicable
Item 9.	Notice of Dissolution of Group.
	Not Applicable

Item 10.

Certifications:

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

BAILLIE GIFFORD & CO

Signature:	Grant Meikle
Name/Title:	Manager
Date:	08/08/2025

FAQ

How many Duolingo (DUOL) shares does Baillie Gifford own?

The firm reports 2,198,891 ordinary shares, representing 5.6 % of outstanding stock.

Does Baillie Gifford have voting control over its DUOL stake?

Yes—sole voting power covers 2,018,176 shares; no shared voting power is reported.

Is this an activist position or passive investment?

It is a passive Schedule 13G; Baillie Gifford states no intent to influence control.

Why was this filing required?

Crossing the 5 % ownership threshold triggers mandatory disclosure under SEC Rule 13d.

Could this stake affect DUOL’s share liquidity?

Yes—future sales of the 2.2 million-share block could pressure prices if executed quickly.