von Ahn Luis's Form 4/A amendment
AmendedDuolingo, Inc. (DUOL) · filed Apr 16, 2025
- Accession no.
- 0001562088-25-000071
- Filed
- Apr 16, 2025
- Rule 10b5-1 plan
- Not checked
- Original filed
- Jul 1, 2024
This filing lists no transactions. It carries over 3 transactions from the original filing that it did not restate. Open-market sales total $215.0K.
This amendment restates part of 0001562088-24-000175 (filed Jul 1, 2024). The transactions it did not restate still count and are listed below.
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.
| Owner | Relationship to the company |
|---|---|
| von Ahn LuisCIK 0001829259 | Director, Officer (President & CEO, Co-Founder), 10% Owner |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
This filing has no transactions of this kind.
Carried over from the original filing
This amendment restates only part of the original filing. The original's other transactions still stand, and the trade tables on Livermore count them under this amendment.
From 0001562088-24-000175 (filed Jul 1, 2024).
Non-derivative securities (Table I)
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jun 28, 2024 | Class A Common Stock | CConversionAcquired | +1,000 | $0.00 | $0 | 1,000 | Direct | |
| Jun 28, 2024 | Class A Common Stock | SSaleDisposed | −1,000 | $215.00 | −$215,000 | 0 | Direct |
Derivative securities (Table II)
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Jun 28, 2024 | Class A Common Stock | CConversionDisposed | −1,000 | $0.00 | $0 | 3,088,231 | Direct |
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 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
On July 1, 2024, due to an administrative error, a Form 4 was filed reporting that on June 28, 2024 the Reporting Person (i) converted 1,000 shares of Class B Common Stock into an equivalent amount of shares of Class A Common Stock, and (ii) subsequently executed an open-market sale of 1,000 shares of Class A Common Stock, both of which transactions were not made by the Reporting Person. As of June 28, 2024, the Reporting Person directly owned 3,089,231 shares of Class B Common Stock.