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Filing Details

Accession Number:: 0001562088-22-000023
Form Type:: 4/A
Zero Holdings:: No
Publication Time:: 2022-02-24 17:43:58
Reporting Period:: 2022-02-15

Accepted Time:: 2022-02-24 17:43:58
Original Submission Date:: 2022-02-17
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1562088	Duolingo Inc.	DUOL	Services-Prepackaged Software (7372)	453055872

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1869669	Matthew Skaruppa	C/O Duolingo, Inc. 5900 Penn Avenue Pittsburgh PA 15206	Chief Financial Officer	No	Yes	No	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Class A Common Stock	Disposition	2022-02-15	68	$96.24	21,807	No	4	S	Direct
Class A Common Stock	Disposition	2022-02-15	127	$97.10	21,680	No	4	S	Direct
Class A Common Stock	Disposition	2022-02-15	82	$97.75	21,598	No	4	S	Direct
Class A Common Stock	Disposition	2022-02-15	94	$99.03	21,504	No	4	S	Direct
Class A Common Stock	Disposition	2022-02-15	83	$99.79	21,421	No	4	S	Direct
Class A Common Stock	Disposition	2022-02-15	5	$100.96	21,416	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct
No	4	S	Direct

Footnotes

Shares were sold solely to satisfy tax withholding obligations in connection with the vesting of restricted stock units ("RSUs") and delivery of shares.
The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $95.49 to $96.42, 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.
The original Form 4 filed by the Reporting Person on 2/17/2022 incorrectly reflected 459 shares sold at a single price point. This Form 4/A corrects the aforementioned error by providing the weighted average sale price and price range. Except as noted in this footnote, all other information as disclosed in the Reporting Person's original Form 4 was accurately reported.
Includes 20,313 RSUs.
The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $96.50 to $97.47, 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.
The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $97.50 to $98.46, 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.
The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $98.51 to $99.50, 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.
The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $99.52 to $100.40, 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.
The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $100.92 to $101.00, 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.