Form 4: Duolingo CEO Luis von Ahn Executes Stock Sales Under 10b5-1 Plan

Duolingo's CEO, Luis von Ahn, sold shares of Class A Common Stock on April 15, 2025, under a pre-arranged 10b5-1 trading plan.

Summary

• On April 15, 2025, Luis von Ahn, CEO and Co-Founder of Duolingo, Inc., executed multiple sales of Class A Common Stock.
• These transactions were conducted under a Rule 10b5-1 trading plan adopted on September 12, 2024.
• A total of 8,000 shares were acquired through the exercise of stock options at a price of $7.48 per share.
• Simultaneously, shares were sold in multiple transactions at weighted average prices ranging from $324.974 to $330.895.
• After these transactions, Mr. von Ahn directly owns 0 shares of Class A Common Stock.
• Mr. von Ahn continues to hold 3,155,171 shares of Class B Common Stock, each convertible into one share of Class A Common Stock.

Sentiment

Score: 5

Explanation: The sentiment is neutral as the document simply reports stock transactions by an executive under a pre-existing plan. It doesn't inherently indicate positive or negative news about the company's performance.

Positives

• The transactions were executed under a pre-arranged 10b5-1 trading plan, which is a legal and transparent way for insiders to sell shares.

Industry Context

Insider transactions are common and closely monitored, especially in publicly traded companies like Duolingo. The use of a 10b5-1 plan indicates a structured approach to avoid accusations of trading on non-public information.

Comparison to Industry Standards

• Executive stock sales are a normal part of compensation and portfolio management in publicly traded companies.
• The use of 10b5-1 trading plans is a common practice among executives to schedule stock sales in advance and avoid insider trading concerns, similar to practices at companies like Google (Alphabet Inc.) and Meta (Facebook).

Stakeholder Impact

• The stock sales could have a minor impact on shareholders due to the potential for slight price fluctuations.
• The transactions do not directly impact employees, customers, suppliers, or creditors.

Key Dates

Keywords

Form 4, Duolingo, Luis von Ahn, Stock Sale, 10b5-1 Plan, Insider Trading, Class A Common Stock, Class B Common Stock