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Chen Stephen C.'s Form 4 filing

Duolingo, Inc. (DUOL) · filed Nov 17, 2021

Accession no.
0001562088-21-000038
Filed
Nov 17, 2021
Trade date
Nov 15, 2021
Filing delay
2 days
Rule 10b5-1 plan
Not on the form (before 2023)

This filing lists 23 non-derivative transactions and 2 derivative transactions. Open-market sales total $2.56M. It was filed 2 days after the trade.

Reporting owners

A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.

Reporting owners on this filing
OwnerRelationship to the company
Chen Stephen C.CIK 0001869758Officer (General Counsel)

Non-derivative securities (Table I)

Acquisitions and disposals of common stock and similar shares, one row per line on the filing.

Non-derivative transactions
Trade dateSecurityTransactionSharesPriceValueShares afterOwnershipFlags
Nov 15, 2021Class A Common StockMOption exerciseAcquired+544$0.00F1$0544Direct
Nov 15, 2021Class A Common StockAGrant or awardAcquired+4,288$0.00$04,832Direct
Nov 15, 2021Class A Common StockSSaleDisposed−45$138.04F5−$6,211.84,787Direct
Nov 15, 2021Class A Common StockSSaleDisposed−37$139.01F6−$5,143.374,750Direct
Nov 15, 2021Class A Common StockSSaleDisposed−38$140.11F7−$5,324.184,712Direct
Nov 15, 2021Class A Common StockSSaleDisposed−20$141.36F8−$2,827.24,692Direct
Nov 15, 2021Class A Common StockSSaleDisposed−6$141.90F9−$851.44,686Direct
Nov 15, 2021Class A Common StockSSaleDisposed−9$143.11F10−$1,287.994,677Direct
Nov 15, 2021Class A Common StockSSaleDisposed−26$145.34F11−$3,778.844,651Direct
Nov 15, 2021Class A Common StockSSaleDisposed−135$146.21F12−$19,738.354,516Direct
Nov 15, 2021Class A Common StockSSaleDisposed−25$146.85F13−$3,671.254,491Direct
Nov 15, 2021Class A Common StockMOption exerciseAcquired+17,499$14.42+$252,335.5821,990Direct
Nov 15, 2021Class A Common StockSSaleDisposed−1,932$138.10F15−$266,809.220,058Direct
Nov 15, 2021Class A Common StockSSaleDisposed−1,109$139.29F16−$154,472.6118,949Direct
Nov 15, 2021Class A Common StockSSaleDisposed−3,457$140.33F17−$485,120.8115,492Direct
Nov 15, 2021Class A Common StockSSaleDisposed−1,629$141.27F18−$230,128.8313,863Direct
Nov 15, 2021Class A Common StockSSaleDisposed−500$143.22F19−$71,61013,363Direct
Nov 15, 2021Class A Common StockSSaleDisposed−600$144.71F20−$86,82612,763Direct
Nov 15, 2021Class A Common StockSSaleDisposed−3,339$145.91F21−$487,193.499,424Direct
Nov 15, 2021Class A Common StockSSaleDisposed−3,530$146.48F22−$517,074.45,894Direct
Nov 15, 2021Class A Common StockSSaleDisposed−903$147.84F23−$133,499.524,991Direct
Nov 15, 2021Class A Common StockSSaleDisposed−400$148.72F24−$59,4884,591Direct
Nov 15, 2021Class A Common StockSSaleDisposed−100$150.70−$15,0704,491Direct

Derivative securities (Table II)

Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.

Derivative transactions
Trade dateSecurityTransactionUnderlying sharesUnit priceValueHeld afterOwnershipFlags
Nov 15, 2021Class A Common StockMOption exerciseDisposed−544$0.00$00Direct
Nov 15, 2021Class A Common StockMOption exerciseDisposed−17,499$0.00$0122,501Direct

Footnotes and remarks

Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.

F1

Each restricted stock unit ("RSU") represents a contingent right to receive one (1) share of the Issuer's Class A Common Stock. 100% of the RSUs were immediately vested as of August 15, 2021 and settled on November 15, 2021.

Referenced by the price of 1 transaction in Table I.

F5

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $137.48 to $138.46, 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.

Referenced by the price of 1 transaction in Table I.

F6

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $138.585 to $139.57, 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

Referenced by the price of 1 transaction in Table I.

F7

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $139.66 to $140.52, 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.

Referenced by the price of 1 transaction in Table I.

F8

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $140.77 to $141.76, 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.

Referenced by the price of 1 transaction in Table I.

F9

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $141.83 to $141.96, 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.

Referenced by the price of 1 transaction in Table I.

F10

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $142.90 to $143.42, 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.

Referenced by the price of 1 transaction in Table I.

F11

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $144.69 to $145.60, 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.

Referenced by the price of 1 transaction in Table I.

F12

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $145.72 to $146.70, 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.

Referenced by the price of 1 transaction in Table I.

F13

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $146.72 to $147.21, 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.

Referenced by the price of 1 transaction in Table I.

F15

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $137.86 to $138.77, 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.

Referenced by the price of 1 transaction in Table I.

F16

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $138.95 to $139.94, 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.

Referenced by the price of 1 transaction in Table I.

F17

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $139.95 to $140.92, 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.

Referenced by the price of 1 transaction in Table I.

F18

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $140.97 to $141.91, 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.

Referenced by the price of 1 transaction in Table I.

F19

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $142.98 to $143.85, 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.

Referenced by the price of 1 transaction in Table I.

F20

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $144.18 to $145.05, 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.

Referenced by the price of 1 transaction in Table I.

F21

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $145.19 to $146.17, 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.

Referenced by the price of 1 transaction in Table I.

F22

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $146.19 to $146.98, 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.

Referenced by the price of 1 transaction in Table I.

F23

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $147.19 to $148.10, 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.

Referenced by the price of 1 transaction in Table I.

F24

The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $148.29 to $149.15, 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.

Referenced by the price of 1 transaction in Table I.

Read the full filing on SEC EDGAR (opens in a new tab)