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DUOLINGO INC. 2023-2024 Proxy Voting Records

Compiled from SEC Form N-PX filings and DUOLINGO INC.’s Form 8-K, filed 2024-06-18 (Item 5.07 on EDGAR). Page generated 02 October 2026.

  • 6Reported items
  • 323Asset managers
  • 2,148Fund votes
  • 2024-06-12Meeting date

Proxy season: 2023-2024 2024-2025 2025-2026

Explore DUOLINGO INC. in the interactive database Compare manager voting policies

Official 2023-2024 meeting results reported by DUOLINGO INC.

These tallies are DUOLINGO INC.’s own, as disclosed to the U.S. Securities and Exchange Commission on Form 8-K, filed 2024-06-18 (Item 5.07, “Submission of Matters to a Vote of Security Holders”). They cover every share voted at the meeting, not just the funds that file Form N-PX.

DUOLINGO INC. — official shareholder meeting results, meeting held 2024-06-12
Ballot itemForAgainst AbstainWithheldBroker non-votesOutcome
Elect Director: Luis von Ahn, Ph.D. 147,961,718---- 3,843,9313,631,573 Majority: yes
Elect Director: Sara Clemens 135,716,664---- 16,088,9853,631,573 Majority: yes
Elect Director: Severin Hacker, Ph.D. 147,578,576---- 4,227,0733,631,573 Majority: yes
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. 155,403,31819,61914,285 ---- Majority: yes
Proposal 3: Approval, on an advisory (non-binding) basis, of the compensation of the Company's named executive officers. 151,228,852519,05557,742 --3,631,573 Majority: yes

Source: DUOLINGO INC., Form 8-K, filed with the SEC on 2024-06-18 — read the filing on EDGAR.

How asset managers voted at the DUOLINGO INC. 2023-2024 meeting

Each item below shows how the 323 asset managers that disclosed a DUOLINGO INC. vote in their SEC Form N-PX filings actually voted. Share totals are the shares those managers' funds voted, summed across every fund they report. These are reported items, not a count of the ballot: fund filings describe one ballot item in different words. Two descriptions are shown as one item only on evidence — the same text (or one cut short of the other), the same director nominee, or a match to the same row of DUOLINGO INC.’s own Form 8-K tally — never because they merely read alike. A description that could not be joined that way is listed on its own, so one ballot item can appear more than once.

1. To approve, on an advisory (non- binding) basis, the compensation of the Company's named executive officers.

SECTION 14A SAY-ON-PAY VOTESMajority of the votes cast: yes

Combines 15 wordings of this item as funds reported it.

99.6% Majority: yes · of votes cast

FOR 99.6%
FOR: 151,228,852AGAINST: 519,055

DUOLINGO INC.’s own tally for this item (“Proposal 3: Approval, on an advisory (non-binding) basis, of the compensation of the Company's named executive officers.”): 151,228,852 for, 519,055 against, per its Form 8-K filed 2024-06-18 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Share-of-outstanding not shown: votes cast exceed the reported share count, which usually means multiple share classes with different voting rights.

The 321 asset managers below cast 99% of the shares they voted on this item FOR (34,985,035 for, 433,708 against).

FOR 99%
FOR: 34,985,035 (98.7%)AGAINST: 433,708 (1.2%)ABSTAIN: 9,041 (0.0%)NOT VOTED: 153 (0.0%)UNKNOWN: 25 (0.0%)
Largest asset managers voting on “To approve, on an advisory (non- binding) basis, the compensation of the Company's named executive officers.” at DUOLINGO INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard4,511,7810 00For
Fidelity3,315,5150 00For
Durable Capital Partners LP3,105,1480 00For
BlackRock2,283,4083,330 00For
BAILLIE GIFFORD & CO LTD1,333,7290 00For
BAILLIE GIFFORD OVERSEAS LTD1,294,2980 00For
Man Group plc1,167,8900 00For
Invesco1,167,8520 00For
T. Rowe Price1,149,5000 00For
Whale Rock Capital Management LLC1,105,9600 00For
AllianceBernstein1,100,8580 00For
GEODE CAPITAL MANAGEMENT, LLC742,0530 00For
Foxhaven Asset Management, LP721,7460 00For
American Century433,081229,750 00For
State Street620,85246 00For
Two Sigma610,2090 00For
Charles Schwab595,2070 00For
LORD, ABBETT & CO. LLC566,4560 00For
Bridgewater556,5700 00For
Federated Hermes537,0070 00For
Lord Abbett530,6120 00For
AGF MANAGEMENT LTD360,6780 00For
Nuveen293,2430 00For
TIAA290,6670 00For
Northern Trust257,3970 00For

Showing the 25 largest of 321 asset managers. See all 321 in the interactive database.

2. TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2024.

AUDIT-RELATEDMajority of the votes cast: yes

Combines 5 wordings of this item as funds reported it.

99.9% Majority: yes · of votes cast

FOR 99.9%
FOR: 155,403,318AGAINST: 19,619

DUOLINGO INC.’s own tally for this item (“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.”): 155,403,318 for, 19,619 against, per its Form 8-K filed 2024-06-18 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Share-of-outstanding not shown: votes cast exceed the reported share count, which usually means multiple share classes with different voting rights.

The 95 asset managers below cast 99.9% of the shares they voted on this item FOR (12,821,636 for, 9,043 against).

FOR 99.8%
FOR: 12,821,636 (99.9%)AGAINST: 9,043 (0.1%)ABSTAIN: 9,041 (0.1%)
Largest asset managers voting on “TO RATIFY THE APPOINTMENT OF DELOITTE & TOUCHE LLP AS THE COMPANY'S INDEPENDENT REGISTERED PUBLIC ACCOUNTING F” at DUOLINGO INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard4,422,9680 00For
Fidelity1,889,3610 00For
BlackRock1,225,6590 00For
Invesco541,3590 00For
Lord Abbett530,6120 00For
T. Rowe Price474,0160 00For
American Century328,5670 00For
Charles Schwab292,5560 00For
TIAA290,6670 00For
AllianceBernstein282,0570 00For
Federated Hermes267,9790 00For
Franklin Custodian Funds215,0000 00For
AB DISCOVERY GROWTH FUND, INC.189,3300 00For
Equitable148,6190 00For
Legg Mason131,4000 00For
Putnam125,2500 00For
Principal106,2420 00For
First Trust99,1460 00For
Bridge Builder Trust91,3250 00For
Artisan89,4450 00For
Columbia Threadneedle76,8760 00For
Capitol Series Trust60,1000 00For
Hartford55,7980 00For
QUANTITATIVE MASTER SERIES LLC55,1940 00For
John Hancock49,3550 00For

Showing the 25 largest of 95 asset managers. See all 95 in the interactive database.

3. Election of Class III Directors: Luis von Ahn, Ph.D.

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 9 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 147,961,718WITHHELD: 3,843,931

DUOLINGO INC.’s own tally for this item (“Elect Director: Luis von Ahn, Ph.D.”): 147,961,718 for, 3,843,931 withheld, per its Form 8-K filed 2024-06-18 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Share-of-outstanding not shown: votes cast exceed the reported share count, which usually means multiple share classes with different voting rights.

The 93 asset managers below cast 100% of the shares they voted on this item FOR (12,670,139 for, 0 against).

FOR 99%
FOR: 12,670,139 (98.7%)ABSTAIN: 149,203 (1.2%)FOR ALL: 19,514 (0.2%)
Largest asset managers voting on “Election of Class III Directors: Luis von Ahn, Ph.D.” at DUOLINGO INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard4,422,9680 00For
Fidelity1,889,3610 00For
BlackRock1,225,6590 00For
Invesco541,3590 00For
Lord Abbett530,6120 00For
T. Rowe Price474,0160 00For
American Century328,5670 00For
Charles Schwab292,5560 00For
TIAA290,6670 00For
AllianceBernstein282,0570 00For
Federated Hermes267,9790 00For
Franklin Custodian Funds215,0000 00For
AB DISCOVERY GROWTH FUND, INC.189,3300 00For
Equitable148,6190 00For
Legg Mason131,4000 00For
Putnam125,2500 00For
Principal106,2420 00For
First Trust99,1460 00For
Bridge Builder Trust91,3250 00For
Artisan89,4450 00For
Columbia Threadneedle00 76,8760Abstain
Capitol Series Trust60,1000 00For
Hartford55,7980 00For
QUANTITATIVE MASTER SERIES LLC55,1940 00For
John Hancock40,5590 8,7960For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

4. Election of Class III Directors: Sara Clemens

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 8 wordings of this item as funds reported it.

89% Majority: yes · of votes cast

FOR 89%11%
FOR: 135,716,664WITHHELD: 16,088,985

DUOLINGO INC.’s own tally for this item (“Elect Director: Sara Clemens”): 135,716,664 for, 16,088,985 withheld, per its Form 8-K filed 2024-06-18 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Share-of-outstanding not shown: votes cast exceed the reported share count, which usually means multiple share classes with different voting rights.

The 93 asset managers below cast 99.9% of the shares they voted on this item FOR (6,412,714 for, 24 against).

FOR 49.9%ABSTAIN 49.9%
FOR: 6,412,714 (49.9%)AGAINST: 24 (0.0%)ABSTAIN: 6,406,604 (49.9%)FOR ALL: 19,514 (0.2%)
Largest asset managers voting on “Election of Class III Directors: Sara Clemens” at DUOLINGO INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard4,401,7680 21,2000For
Fidelity1,161,5190 727,8420For
BlackRock00 1,225,6590Abstain
Invesco00 541,3590Abstain
Lord Abbett00 530,6120Abstain
T. Rowe Price264,3300 209,6860For
American Century00 328,5670Abstain
Charles Schwab00 292,5560Abstain
TIAA00 290,6670Abstain
AllianceBernstein00 282,0570Abstain
Federated Hermes00 267,9790Abstain
Franklin Custodian Funds00 215,0000Abstain
AB DISCOVERY GROWTH FUND, INC.00 189,3300Abstain
Equitable00 148,6190Abstain
Legg Mason129,1000 2,3000For
Putnam125,2500 00For
Principal00 106,2420Abstain
First Trust00 99,1460Abstain
Bridge Builder Trust00 91,3250Abstain
Artisan00 89,4450Abstain
Columbia Threadneedle76,8760 00For
Capitol Series Trust00 60,1000Abstain
Hartford00 55,7980Abstain
QUANTITATIVE MASTER SERIES LLC00 55,1940Abstain
John Hancock11,9000 37,4550Abstain

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

5. Election of Class III Directors: Severin Hacker, Ph.D.

DIRECTOR ELECTIONSMajority of the votes cast: yes

Combines 9 wordings of this item as funds reported it.

97% Majority: yes · of votes cast

FOR 97%
FOR: 147,578,576WITHHELD: 4,227,073

DUOLINGO INC.’s own tally for this item (“Elect Director: Severin Hacker, Ph.D.”): 147,578,576 for, 4,227,073 withheld, per its Form 8-K filed 2024-06-18 (Item 5.07). FOR was more than half of the votes cast. Whether the item passed is for the filing to say; its statement has not been read for this item. Share-of-outstanding not shown: votes cast exceed the reported share count, which usually means multiple share classes with different voting rights.

The 93 asset managers below cast 100% of the shares they voted on this item FOR (12,649,576 for, 0 against).

FOR 99%
FOR: 12,649,576 (98.5%)ABSTAIN: 169,766 (1.3%)FOR ALL: 19,514 (0.2%)
Largest asset managers voting on “Election of Class III Directors: Severin Hacker, Ph.D.” at DUOLINGO INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
Vanguard4,422,9680 00For
Fidelity1,889,3610 00For
BlackRock1,225,6590 00For
Invesco541,3590 00For
Lord Abbett530,6120 00For
T. Rowe Price474,0160 00For
American Century328,5670 00For
Charles Schwab292,5560 00For
TIAA290,6670 00For
AllianceBernstein282,0570 00For
Federated Hermes267,9790 00For
Franklin Custodian Funds215,0000 00For
AB DISCOVERY GROWTH FUND, INC.189,3300 00For
Equitable148,6190 00For
Legg Mason131,4000 00For
Putnam125,2500 00For
Principal106,2420 00For
First Trust99,1460 00For
Bridge Builder Trust91,3250 00For
Artisan89,4450 00For
Columbia Threadneedle00 76,8760Abstain
Capitol Series Trust60,1000 00For
Hartford55,7980 00For
QUANTITATIVE MASTER SERIES LLC55,1940 00For
John Hancock40,5590 8,7960For

Showing the 25 largest of 93 asset managers. See all 93 in the interactive database.

6. DIRECTOR

DIRECTOR ELECTIONS

100% fund support · no official result

FOR 100%

The 2 asset managers below cast 100% of the shares they voted on this item FOR (2,198 for, 0 against).

FOR: 2,198 (100.0%)
Largest asset managers voting on “DIRECTOR” at DUOLINGO INC., 2023-2024
Asset managerForAgainst AbstainWithheldVote
RBB FUND, INC.2,0010 00For
SARATOGA ADVANTAGE TRUST1970 00For

Largest DUOLINGO INC. shareholders voting in 2023-2024

Ranked by the number of DUOLINGO INC. shares each manager voted on the most widely held ballot item of the 2023-2024 meeting, shown as a share of the 40,618,000 shares outstanding at the time of that meeting.

Top DUOLINGO INC. shareholders by shares voted, 2023-2024
#Asset manager % of shares outstanding
1Vanguard 11.11%
2Fidelity 8.16%
3Durable Capital Partners LP 7.64%
4BlackRock 5.63%
5BAILLIE GIFFORD & CO LTD 3.28%
6BAILLIE GIFFORD OVERSEAS LTD 3.19%
7Man Group plc 2.88%
8Invesco 2.88%
9T. Rowe Price 2.83%
10Whale Rock Capital Management LLC 2.72%

Reported DUOLINGO INC. ownership

Positions disclosed to the SEC on Schedules 13D and 13G, Form 13F and the company’s own proxy statement (DEF 14A).

DUOLINGO INC. beneficial owners on record for the 2023-2024 proxy season
Holder % outstanding Disclosure
BlackRock 10.31% 13F
Vanguard Group 8.97% 13F
Baillie Gifford & Co 8.85% DEF14A
Luis von Ahn 8.73% DEF14A
Durable Capital Partners 7.87% DEF14A
FMR (Fidelity) 7.83% 13F
Geode Capital 1.83% 13F
State Street 1.70% 13F
Invesco 1.40% 13F
D.E. Shaw 1.21% 13F

Percentages above are of 40,618,000 shares outstanding, as reported by DUOLINGO INC. on its Form 10-Q dated 2023-03-31 (see the filing on EDGAR). This is the count contemporaneous with the 2023-2024 meeting, so the percentages are the ones that were true then, not ones restated against today’s share count.

About this page

Every figure above is derived from filings made with the US Securities and Exchange Commission: Form N-PX, in which registered investment companies and institutional managers disclose how they voted every proxy, and Form 8-K Item 5.07, in which the company reports its own meeting results. Shares outstanding are taken from DUOLINGO INC.’s 10-Q dated 2023-03-31. This page is a static snapshot rebuilt weekly on 02 October 2026; a live search always shows the current data.

At DUOLINGO INC.'s shareholder meeting held 2024-06-12, in the 2023-2024 proxy season, 323 asset managers reported how they voted in their SEC Form N-PX filings, covering 2,148 separate fund positions. Their filings are grouped here into 6 reported items; because filers word the same ballot item differently, that can be more than the number of items on the ballot. On the most widely held item on that ballot — To approve, on an advisory (non- binding) basis, the compensation of the Company's named… — FOR was 99.6% of the votes cast (FOR divided by FOR plus AGAINST, the conventional basis for proxy support; abstentions, broker non-votes and unvoted shares are excluded because none of them took a side), which is more than half. Whether the item was approved is for the filing to say; that statement has not been read for this item. Source: DUOLINGO INC.'s Form 8-K, Item 5.07, filed with the U.S. Securities and Exchange Commission on 2024-06-18.

DUOLINGO INC. proxy season coverage: 2023-2024 (this page) · 2024-2025 · 2025-2026.