| Name | Relationship | Address | Signature | Signature date | CIK |
|---|---|---|---|---|---|
| Chen Stephen C. | General Counsel | C/O DUOLINGO, INC., 5900 PENN AVENUE, PITTSBURGH | /s/ Stephen C. Chen | 19 Nov 2025 | 0001869758 |
| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | DUOL | Class A Common Stock | Sale | $228,132 | -1,282 | -3.7% | $177.95 | 33,056 | 17 Nov 2025 | Direct | F1 |
| transaction | DUOL | Class A Common Stock | Sale | $20,876 | -120 | -0.36% | $173.97 | 32,936 | 18 Nov 2025 | Direct | F2, F3 |
| transaction | DUOL | Class A Common Stock | Sale | $104,040 | -594 | -1.8% | $175.15 | 32,342 | 18 Nov 2025 | Direct | F2, F4 |
| transaction | DUOL | Class A Common Stock | Sale | $56,300 | -320 | -0.99% | $175.94 | 32,022 | 18 Nov 2025 | Direct | F2, F5 |
| transaction | DUOL | Class A Common Stock | Sale | $85,049 | -480 | -1.5% | $177.19 | 31,542 | 18 Nov 2025 | Direct | F2, F6 |
Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.
Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).
| Id | Content |
|---|---|
| F1 | Represents shares automatically sold to satisfy tax withholding obligations in connection with the vesting of Restricted Stock Units ("RSUs") and delivery of shares. |
| F2 | The sale was effected pursuant to the Reporting Person's Rule 10b5-1 trading plan adopted on May 27, 2025. |
| F3 | 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 $173.40 to $174.38, 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. |
| F4 | 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 $174.51 to $175.50, 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. |
| F5 | 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 $175.62 to $176.57, 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. |
| F6 | 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 $176.74 to $177.51, 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. |