Hacker Severin - 30 Jul 2021 Form 4 Insider Report for Duolingo, Inc. (DUOL)

Role
Chief Technology Officer,, Director, Co-Founder, 10%+ Owner
Signature
/s/ Matthew Skaruppa, as Attorney-in-Fact for Severin Hacker
Issuer symbol
DUOL
Transactions as of
30 Jul 2021
Net transactions value
-$5,100,000
Form type
4
Filing time
02 Aug 2021, 21:48:32 UTC
Previous filing
27 Jul 2021
Next filing
22 Sep 2021
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction DUOL Class A Common Stock Conversion of derivative security $0 +50,000 $0.000000 50,000 30 Jul 2021 See footnote F1, F2
transaction DUOL Class A Common Stock Sale $5,100,000 -50,000 -100% $102.00 0 30 Jul 2021 See footnote 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 Class B Common Stock Conversion of derivative security -50,000 -1.4% 3,407,417 30 Jul 2021 Class A Common Stock 50,000 See footnote F1, F2
holding DUOL Class B Common Stock 15,500 30 Jul 2021 Class A Common Stock 15,500 Direct F1
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Each share of Class B Common Stock is convertible at any time at the option of the Reporting Person into one share of Class A Common Stock and has no expiration date. Each share of Class B Common Stock will convert automatically into one share of Class A Common Stock in connection with: (i) any transfer, whether or not for value, except for certain permitted transfers further described in the Issuer's amended and restated certificate of incorporation, (ii) such time as the aggregate number of shares of Class B Common Stock outstanding ceases to represent 5% of the aggregate number of shares of Common Stock outstanding, and (iii) the death of the Reporting Person.
F2 Shares held by SBH Trust dated March 10, 2020, of which Reporting Person is Trustee.