Duolingo, Inc.: 10% owner Luis von Ahn sold 110,046 shares

What happened

• Luis von Ahn, identified as a 10% owner, converted 110,046 shares at $38.08 for $4,190,552 and sold a total of 110,046 shares in multiple open-market transactions on Oct 7, 2026 for aggregate proceeds of $16,694,000. The Form 4 was filed on Oct 9, 2026.

Key details

• Transaction dates and prices (all on Oct 7, 2026):
  • Conversion (acquired): 110,046 shares @ $38.08 = $4,190,552.
  • Sales (open market/private): 20,025 shares @ $150.63 = $3,016,404 (F2); 55,036 shares @ $151.52 = $8,339,286 (F3); 29,871 shares @ $152.47 = $4,554,533 (F4); 5,114 shares @ $153.26 = $783,777 (F5).
  • Derivative entries: exercise/conversion marked M/C at $0.00 for 110,046 shares (reported as derivative activity).
• Shares owned after the transaction: not stated in the provided filing excerpt.
• Relevant footnotes from the filing:
  • F1: the sales were effected pursuant to a Rule 10b5-1 trading plan adopted Jun 2, 2026.
  • F2–F5: the reported sale prices are broker-calculated weighted averages; individual trade prices ranged within stated $150.00–$153.61 bands and the filer will provide breakdowns on request.
  • F6: the options are fully vested and exercisable.
  • F7: each share of Class B common stock is convertible into one share of Class A common stock under the issuer's charter terms.
• Filing timeliness: Form filed on Oct 9, 2026 reporting transactions on Oct 7, 2026 (no late filing indicator provided).

Why it may matter

• The filing shows derivative securities were exercised/converted and the resulting 110,046 shares were sold the same day (the filings report conversion/exercise and same-day open-market sales).
• The reporting person is a 10% owner (a large holder, distinct from an executive role).
• The sales were executed under a Rule 10b5-1 trading plan and reported sale prices are weighted averages with ranges provided in footnotes.
• A filing does not show why the insider traded or why the company acted.