Stephen C. Chen - 21 Jun 2022 Form 4 Insider Report for Duolingo, Inc. (DUOL)

Signature
/s/ Stephen C. Chen
Issuer symbol
DUOL
Transactions as of
21 Jun 2022
Transactions value $
-$924,164
Form type
4
Filing time
22 Jun 2022, 17:42:47 UTC
Previous filing
10 Jun 2022
Next filing
27 Jun 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DUOL Class A Common Stock Options Exercise $152K +10.5K +37.12% $14.42* 38.9K 21 Jun 2022 Direct
transaction DUOL Class A Common Stock Sale -$1.08M -10.5K -27.07% $102.14 28.4K 21 Jun 2022 Direct F1, F2

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction DUOL Stock Option (Right to Buy) Options Exercise $0 -10.5K -9.29% $0.00 103K 21 Jun 2022 Class A Common Stock 10.5K $14.42 Direct F3
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The sales reported in this Form 4 were effected pursuant to the Reporting Person's Rule 10b5-1 trading plan.
F2 The price reported in Column 4 is a weighted average sale price calculated by the broker executing the sales. These shares were sold in multiple transactions at prices ranging from $102.00 to $102.78, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote
F3 25% of the shares subject to the option vest on the first anniversary measured from March 2, 2020 (the "Vesting Commencement Date"), and 1/48th of the total number of shares vest monthly thereafter, such that 100% of the shares subject to the option will be fully vested and exercisable on the fourth anniversary of the Vesting Commencement Date.