Form 4: Duolingo's Chief Technology Officer Severin Hacker Executes Stock Option and Sells Shares

Severin Hacker, Duolingo's CTO, exercised stock options and sold Class A Common Stock on March 5, 2025, according to a Form 4 filing with the SEC.

Summary

• On March 5, 2025, Severin Hacker, the Chief Technology Officer and Co-Founder of Duolingo, Inc., executed a stock option to purchase 10,000 shares of Class B Common Stock at a price of $14.42 per share.
• Hacker then converted 10,000 shares of Class B Common Stock into Class A Common Stock.
• Following the option exercise and conversion, Hacker sold a total of 10,000 shares of Class A Common Stock in multiple transactions at prices ranging from $285.73 to $294.74.
• These sales were executed under a pre-arranged Rule 10b5-1 trading plan adopted on September 11, 2024.
• After these transactions, Hacker directly owns 72 shares of Class A Common Stock and 96,075 shares of Class B Common Stock, and indirectly owns 2,956,917 shares of Class B Common Stock through the SBH Trust dated March 10, 2020.

Sentiment

Score: 5

Explanation: This is a neutral disclosure of stock transactions by an executive. It doesn't inherently indicate positive or negative sentiment about the company's performance.

Future Outlook

The document does not contain any specific forward-looking statements or guidance.

Industry Context

This Form 4 filing is a routine disclosure of insider transactions and provides transparency into the trading activities of Duolingo's executive officers. It is common for executives to have pre-arranged trading plans like Rule 10b5-1 to manage their stock sales.

Comparison to Industry Standards

• Form 4 filings are standard practice for publicly traded companies, ensuring transparency in insider trading activities.
• The Rule 10b5-1 trading plan is a common tool used by executives at companies like Google (Alphabet), Meta (Facebook), and Amazon to sell shares while avoiding accusations of insider trading.
• The reported transactions are similar to those seen in other Form 4 filings, with executives exercising options and selling shares for personal financial management.

Stakeholder Impact

• The stock sales could have a minor impact on the stock price, but the pre-arranged trading plan mitigates concerns about insider information being used.
• The transactions do not directly impact employees, customers, suppliers, or creditors.

Key Dates