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

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

Summary

• On May 5, 2025, Severin Hacker, the Chief Technology Officer and Co-Founder of Duolingo, Inc., engaged in transactions involving the company's stock.
• Hacker exercised a stock option to acquire 10,000 shares of Class A Common Stock at a price of $38.08 per share.
• Concurrently, Hacker sold a total of 10,000 shares of Class A Common Stock in multiple transactions at prices ranging from $480.97 to $502.44.
• These sales were executed pursuant to a pre-arranged Rule 10b5-1 trading plan adopted on September 11, 2024.
• Following these transactions, Hacker directly owns 72 shares of Class A Common Stock and 135,252 shares of Class B Common Stock.
• Hacker also indirectly owns 2,956,917 shares of Class B Common Stock through the SBH Trust dated March 10, 2020, where he serves as Trustee.

Sentiment

Score: 5

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

Industry Context

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

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 Meta, Google, and Microsoft to manage their stock sales in compliance with SEC regulations.
• The reported weighted average sale prices are consistent with the fluctuations observed in the stock market.

Stakeholder Impact

• The stock sale may have a minor impact on shareholders due to the increased supply of shares in the market.
• The transactions do not directly impact employees, customers, suppliers, or creditors.

Key Dates

Keywords

Form 4, Duolingo, Severin Hacker, Stock Sale, Rule 10b5-1, Class A Common Stock, Class B Common Stock, Insider Trading, Equity, CTO