Duolingo, Inc. Class A Common Stock

Economic and market conditions · Consumer spending and confidence

An economic downturn or economic uncertainty may adversely affect consumer discretionary spending and demand for our products and services.

Geopolitical and trade · Trade policies tariffs and sanctions

Our failure to comply with US and foreign export controls, sanctions and other trade laws and regulations could have a material adverse effect on our business.

Natural and catastrophic events · Pandemic and public health crises

Our business and results of operations may be materially adversely affected by the recent COVID-19 pandemic or other similar outbreaks.

Legal and litigation · Litigation and legal proceedings

We are subject to litigation and adverse outcomes in such litigation could have a material adverse effect on our business, financial condition and results of operations.

Data and privacy · Data protection and privacy laws

Our success depends, in part, on our ability to access, collect, and use personal data about our users and payers, and to comply with applicable data privacy laws.

Tax and financial reporting · Financial reporting and accounting standards

Changes in accounting principles or their application to us could result in unfavorable accounting charges or effects, which could adversely affect our operating results and prospects.

Industry regulation · Regulatory compliance and changes

Our business is subject to complex and evolving US and international laws and regulations. Many of these laws and regulations are subject to change and uncertain interpretation.

Legal and litigation · Intellectual property disputes

From time to time, we may be party to intellectual property-related litigation and proceedings that are expensive and time consuming to defend, and, if resolved adversely, could materially adversely impact our business.

Cybersecurity and data protection · Data breaches and cyber attacks

Security breaches of our networks, systems or applications, improper unauthorized access to or disclosure of our proprietary data or user-related data, including personal data, other hacking and phishing attacks on our systems or service, or other cyber incidents could disrupt our services or compromise sensitive information.

Cybersecurity and data protection · Third party data security and vendors

We are subject to a number of risks related to credit card payments, including data security breaches and fraud that we or third parties experience or additional regulation.

Technology infrastructure · Cloud services and data center operations

We rely on third-party hosting and cloud computing providers, like Amazon Web Services (AWS) and Google Cloud, to operate certain aspects of our business. A significant portion of our product traffic is hosted by a limited number of vendors, and any failure, disruption or significant interruption in our network or hosting and cloud services could adversely impact our operations and harm our business.

Information management · Information systems and reporting

Our user metrics and other estimates are subject to inherent challenges in measurement, and real or perceived inaccuracies in those metrics may negatively affect our reputation and our business.

Market position and competition · Disruptive competitors and new market entrants

The online language learning industry is highly competitive, with low switching costs and a consistent stream of new products and entrants, and innovation by our competitors may disrupt our business.

Innovation and product development · Intellectual property protection and infringement

We may fail to adequately obtain, protect and maintain our intellectual property rights or prevent third parties from making unauthorized use of such rights.

Customer and revenue · Customer retention and subscription renewal

If we fail to keep existing users or add new users, or if our users decrease their level of engagement with our products or do not convert to paying users, our revenue, financial results and business may be significantly harmed.

International and currency · International operations and emerging markets

We operate in various international markets, including certain markets in which we have limited experience. As a result, we face additional risks in connection with certain of our international operations.

International and currency · Foreign exchange and currency exposure

Foreign currency exchange rate fluctuations could adversely affect our results of operations.

Capital structure and performance · Financial performance volatility

Our quarterly operating results and other operating metrics may fluctuate from quarter to quarter, which makes these metrics difficult to predict.

Stakeholder relations · Investor relations and market confidence

If securities or industry analysts do not publish research or reports about our business, or if they downgrade their recommendations regarding our Class A common stock, our stock price and trading volume could decline.

Reputation and brand · Brand damage and negative publicity

If we are not able to maintain the value and reputation of our brand, our ability to expand our base of users may be impaired, and our business and financial results may be harmed.