Duolingo CEO Luis von Ahn Reaffirms Significant Stock Ownership

Ticker: DUOL · Form: SC 13G/A · Filed: Feb 5, 2024

Complexity: simple

Sentiment: bullish

Topics: insider-ownership, amendment, ceo-stake

TL;DR

**Duolingo CEO Luis von Ahn still holds a big chunk of stock, showing confidence.**

AI Summary

Luis von Ahn, co-founder and CEO of Duolingo, Inc., filed an amended SC 13G/A on February 5, 2024, indicating his beneficial ownership of Duolingo Class A Common Stock as of December 31, 2023. This filing, Amendment No. 2, updates his previous disclosures, confirming his continued significant stake in the company. For investors, this matters because it shows that a key insider, the CEO, maintains a substantial personal investment in Duolingo, aligning his interests with those of other shareholders.

Why It Matters

This filing confirms that Duolingo's CEO, Luis von Ahn, continues to hold a substantial stake in the company, signaling his long-term commitment and confidence in its future performance. This alignment of interests can be a positive sign for current and prospective investors.

Risk Assessment

Risk Level: low — This filing indicates a stable ownership position by a key insider, which generally reduces uncertainty rather than increasing risk.

Analyst Insight

Investors should view this filing as a positive signal, as it confirms the continued alignment of interests between Duolingo's CEO and shareholders. This stability in insider ownership can contribute to investor confidence.

Key Players & Entities

Forward-Looking Statements

FAQ

Who is the reporting person in this SC 13G/A filing?

The reporting person in this SC 13G/A filing is Luis von Ahn, as stated on the cover page and Item 1 of the Schedule 13G.

What is the subject company of this filing?

The subject company is Duolingo, Inc., as identified in the 'SUBJECT COMPANY' section and on the cover page of the Schedule 13G.

What type of securities are covered by this filing?

This filing covers Class A Common Stock of Duolingo, Inc., as specified under 'Title of Class of Securities' on the cover page.

What was the date of the event that required this filing?

The date of the event which required the filing of this statement was December 31, 2023, as indicated on the cover page of the Schedule 13G.

Under which rule was this Schedule 13G filed?

This Schedule 13G was filed under Rule 13d-1(d), as indicated by the 'X' next to 'Rule 13d-1(d)' on the cover page.

Filing Stats: 826 words · 3 min read · ~3 pages · Grade level 9.5 · Accepted 2024-02-05 21:06:00

Key Financial Figures

Filing Documents

(a) Name of Issuer

ITEM 1. (a) Name of Issuer Duolingo, Inc. (the "Issuer"). (a) Address of Issuer's Principal Executive Offices 5900 Penn Avenue, Pittsburgh, Pennsylvania 15206

(a) Name of Person Filing

ITEM 2. (a) Name of Person Filing This statement is filed on behalf of Luis von Ahn (the "Reporting Person"). (a) Address or Principal Business Office The business address of the Reporting Person is co Duolingo, Inc., 5900 Penn Avenue, Pittsburgh, PA 15206. (b) Citizenship of each Reporting Person is The Reporting Person is a citizen of the United States. (c) Title of Class of Securities Class A Common Stock, par value $0.0001 per share ("Class A Common Stock"). (d) CUSIP Number 26603R106 ITEM 3. Not applicable. CUSIP No. 26603R106 Schedule 13G Page 3 of 5

Ownership

ITEM 4. Ownership. (a-c) The ownership information presented below represents beneficial ownership of Class A Common Stock of the Issuer as of December 31, 2023, based upon 35,797,739 shares of Class A Common Stock outstanding as of November 7, 2023, based on the Issuer's Quarterly Report on Form 10-Q filed with the Securities and Exchange Commission on November 8, 2023. Reporting Person Amount beneficially owned Percent of class Sole power to vote or to direct the vote Shared power to vote or to direct the vote Sole power to dispose or to direct the disposition of Shared power to dispose or to direct the disposition of Luis von Ahn 3,637,231 9% 3,637,231 0 3,637,231 0 The Reporting Person is the beneficial owner of 3,637,231 shares of Class A Common Stock, which includes (i) 3,089,231 shares of Class A Common Stock underlying shares of Class B Common Stock held of record by the Reporting Person that are convertible at any time at the option of the holder into Class A Common Stock on a one-for-one basis, (ii) 525,000 shares of Class A Common Stock underlying stock options held of record by the Reporting Person that are exercisable prior to February 29, 2024, and (iii) 23,000 shares of Class A Common Stock underlying shares of Class B Common Stock that are held of record by Luis von Ahn Foundation and which are convertible at any time at the option of the holder into Class A Common Stock on a one-for-one basis.

Ownership of Five Percent or Less of a Class

ITEM 5. Ownership of Five Percent or Less of a Class. Not applicable.

Ownership of More than Five Percent on Behalf of Another Person

ITEM 6. Ownership of More than Five Percent on Behalf of Another Person. Not applicable. ITEM 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company. Not applicable.

Identification and Classification of Members of the Group

ITEM 8. Identification and Classification of Members of the Group. Not applicable.

Notice of Dissolution of Group

ITEM 9. Notice of Dissolution of Group. Not applicable.

Certification

ITEM 10. Certification. Not applicable. CUSIP No. 26603R106 Schedule 13G Page 4 of 5 CUSIP No. 26603R106 Schedule 13G Page 5 of 5 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. Date February 5, 2024 Luis von Ahn s Luis von Ahn

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