Glance Natalie 4
4 · Duolingo, Inc. · Filed May 19, 2026
Research Summary
AI-generated summary of this filing
Duolingo (DUOL) Chief Engineering Officer Natalie Glance Receives RSUs, Sells Shares
What Happened
Natalie Glance, Duolingo’s Chief Engineering Officer, was granted 39,058 restricted stock units (RSUs) on May 15, 2026 valued at $112.06 each (total value ≈ $4,376,839). In connection with the vesting/delivery of shares, she disposed of a total of 5,289 shares across three sales: 1,929 shares on May 15, 2026 and 3,360 shares on May 18, 2026, for aggregate proceeds of about $598,013. The grant is compensation (an award), while the sales appear to be routine (tax withholding and plan-based sales), not open-market purchases.
Key Details
- Grant: 39,058 RSUs @ $112.06 = $4,376,839 (grant date 2026-05-15). 1/16th of the RSUs vest on each quarterly anniversary beginning May 15, 2026 (i.e., multi-quarter vesting schedule).
- Sales (total 5,289 shares, proceeds ≈ $598,013):
- 2026-05-15: 1,929 shares disposed @ weighted avg $112.16 = $216,357 (sale to satisfy tax withholding).
- 2026-05-18: 2,060 shares disposed @ weighted avg $113.21 = $233,215 (sold under a Rule 10b5-1 trading plan).
- 2026-05-18: 1,300 shares disposed @ weighted avg $114.19 = $148,441 (sold under the same 10b5-1 plan).
- Price ranges: the 2,060-share block traded at prices between $112.71–$113.60; the 1,300-share block between $113.85–$114.64 (weighted-average prices reported; broker can provide per-lot prices on request).
- Footnotes of note: F1 = RSUs (1:1 share on vesting); F2 = automatic sale to cover withholding; F3 = 10b5-1 plan adopted Sept 15, 2025.
- Filing timeliness: Form filed May 19, 2026; transactions occurred May 15 and May 18 — filing appears timely under Form 4 rules.
- Shares owned after the reported transactions: not disclosed in this filing.
Context
- RSU grants are compensation, not a market purchase signal. The two May 18 sales were executed under a pre-established Rule 10b5-1 trading plan (common for scheduled insider sales), and the May 15 sale was to satisfy tax withholding obligations connected to the award. These are routine insider transactions and do not by themselves indicate a change in insider sentiment.
Insider Transaction Report
Form 4
Duolingo, Inc.DUOL
Glance Natalie
Chief Engineering Officer
Transactions
- Award
Class A Common Stock
[F1]2026-05-15$112.06/sh+39,058$4,376,839→ 178,690 total - Sale
Class A Common Stock
[F2]2026-05-15$112.16/sh−1,929$216,357→ 176,761 total - Sale
Class A Common Stock
[F3][F4]2026-05-18$113.21/sh−2,060$233,215→ 174,701 total - Sale
Class A Common Stock
[F3][F5]2026-05-18$114.19/sh−1,300$148,441→ 173,401 total
Holdings
- 130(indirect: By son)
Class A Common Stock
Footnotes (5)
- [F1]Constitute Restricted Stock Units ("RSUs") for which the Reporting Person is entitled to receive one (1) share of Issuer's Class A Common Stock for each RSU upon vesting. 1/16th of the RSUs shall vest on each quarterly anniversary of May 15, 2026.
- [F2]Represents shares automatically sold to satisfy tax withholding obligations in connection with the vesting of RSUs and delivery of shares.
- [F3]The sale was effected pursuant to the Reporting Person's Rule 10b5-1 trading plan adopted on September 15, 2025.
- [F4]The price reported in Column 4 is a weighted average sale price calculated by the broker executing the sales. These shares were sold in multiple transactions at prices ranging from $112.71 to $113.60, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
- [F5]The price reported in Column 4 is a weighted average sale price calculated by the broker executing the sales. These shares were sold in multiple transactions at prices ranging from $113.85 to $114.64, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
Signature
/s/ Stephen Chen, as Attorney-in-Fact for Natalie Glance|2026-05-19