Duolingo, Inc.·4

May 19, 4:42 PM ET

Glance Natalie 4

Research Summary

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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.