Duolingo Reports on Shareholder Votes
Ticker: DUOL · Form: 8-K · Filed: Jun 18, 2024
Sentiment: neutral
Topics: shareholder-vote, corporate-governance
Related Tickers: DUOL
TL;DR
Duolingo held shareholder votes on June 12th, details filed today.
AI Summary
Duolingo, Inc. filed an 8-K on June 18, 2024, reporting on matters submitted to a vote of its security holders on June 12, 2024. The filing details the company's corporate actions and decisions made during this shareholder meeting.
Why It Matters
This filing provides transparency on key decisions made by Duolingo's shareholders, which can impact the company's governance and future direction.
Risk Assessment
Risk Level: low — This is a routine filing reporting on shareholder votes, not indicating new financial risks.
Key Players & Entities
- Duolingo, Inc. (company) — Registrant
- June 12, 2024 (date) — Date of earliest event reported
- June 18, 2024 (date) — Date of report
- Delaware (jurisdiction) — State of incorporation
- Pittsburgh, Pennsylvania (location) — Principal executive offices
FAQ
What specific matters were submitted to a vote of Duolingo's security holders on June 12, 2024?
The filing indicates that matters were submitted to a vote, but the specific details of those matters are not enumerated in the provided text.
When was the earliest event reported in this 8-K filing?
The earliest event reported was on June 12, 2024.
What is Duolingo, Inc.'s principal executive office address?
Duolingo, Inc.'s principal executive offices are located at 5900 Penn Avenue, Pittsburgh, Pennsylvania 15206.
What is Duolingo's IRS Employer Identification Number?
Duolingo's IRS Employer Identification Number is 45-3055872.
Under which section of the Securities Exchange Act of 1934 is this 8-K filed?
This 8-K is filed pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934.
Filing Stats: 696 words · 3 min read · ~2 pages · Grade level 12.3 · Accepted 2024-06-18 16:20:02
Key Financial Figures
- $0.0001 — which registered Class A common stock, $0.0001 par value per share DUOL The Nasdaq Sto
Filing Documents
- duol-20240612.htm (8-K) — 40KB
- 0001562088-24-000168.txt ( ) — 157KB
- duol-20240612.xsd (EX-101.SCH) — 2KB
- duol-20240612_lab.xml (EX-101.LAB) — 20KB
- duol-20240612_pre.xml (EX-101.PRE) — 12KB
- duol-20240612_htm.xml (XML) — 3KB
07. Submission of Matters to a Vote of Security Holders
Item 5.07. Submission of Matters to a Vote of Security Holders. On June 12, 2024, the Duolingo, Inc. (the "Company") held its 2024 Annual Meeting of Stockholders (the "Annual Meeting"). At the Annual Meeting, shares of the Company's Class A common stock and Class B common stock (collectively, the "Common Stock"), representing approximately 97.26% in voting power of the Company's outstanding Common Stock as of the April 15, 2024 record date, were present in person, or by remote communication, or represented by proxy at the Annual Meeting. Each share of Class A common stock is entitled to one vote, and each share of Class B common stock is entitled to 20 votes and voted together as a single class on each of the proposals described below. The following are the voting results for the proposals considered and voted upon at the Annual Meeting, each of which were described in the Company's Definitive Proxy Statement on Schedule 14A filed with the Securities and Exchange Commission (the "SEC") on April 25, 2024, as supplemented by the supplement filed with the SEC on May 23, 2024. Proposal 1 — Election of three Class III directors to hold office until the Company's annual meeting of stockholders to be held in 2027 and until their respective successor has been duly elected and qualified. NOMINEE Votes FOR Votes WITHHELD Broker Non-Votes Luis von Ahn, Ph.D. 147,961,718 3,843,931 3,631,573 Sara Clemens 135,716,664 16,088,985 3,631,573 Severin Hacker, Ph.D. 147,578,576 4,227,073 3,631,573 Proposal 2 — Ratification of the appointment of Deloitte & Touche LLP as the Company's independent registered public accounting firm for the year ending December 31, 2024. Votes FOR Votes AGAINST Votes ABSTAINED Broker Non-Votes 155,403,318 19,619 14,285 — Proposal 3 — Approval, on an advisory (non-binding) basis, of the compensation of the Company's named executive officers. Votes FOR Votes AGAINST Votes ABSTAINED Broker Non-Votes 151,228,852 519,055 57,742 3,631,573 Base
SIGNATURES
SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. DUOLINGO, INC. Date: June 18, 2024 By: /s/ Matthew Skaruppa Matthew Skaruppa Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)