DART KENNETH BRYAN 4

What Happened Kenneth Dart, reported as a 10% owner of Flutter Entertainment plc (FLUT), entered into a derivative purchase on 2026-05-18 for 50,633 "notional" shares via a total return swap. The transaction is reported at a price of $95.56 per share for an aggregate value of about $4,838,672. This was a derivative-based purchase (swap) rather than an outright stock purchase.

Key Details

• Transaction date: 2026-05-18 (reported on Form 4 filed 2026-05-20). Transaction code: P (purchase, derivative).
• Reported price / reference: $95.56 per share (footnote cites a swap reference price of $95.5636).
• Notional shares acquired: 50,633; reported value ≈ $4,838,672.
• Counterparty & holder: LBS Limited is the direct holder/party to the reported swap (footnote F2).
• Existing positions: prior swap arrangements involving Lake Michigan Limited and LBS Limited provide an aggregate position of 15,770,270 notional shares (per filing).
• Swap terms (footnote F1): swap matures March 2, 2028 and will be cash-settled; at maturity the reporting person pays decreases below the reference price and receives increases above it. The swap carries a financing leg with monthly interest based on SOFR and entitles the reporting person to payments equal to dividends on the referenced shares during the term.
• Beneficial ownership: Mr. Dart is owner of LBS Limited and Lake Michigan Limited and may be deemed to beneficially own the reported securities but disclaims beneficial ownership except to the extent of his pecuniary interest (footnote F2).
• Filing timeliness: filed two days after the transaction date (appears timely under normal Form 4 rules).

Context This was a derivative (total return swap) acquisition by a 10% owner acting through entities, not a direct block purchase of stock. Such swaps provide economic exposure to share price moves and dividends but do not convey direct legal title to shares; Mr. Dart disclaims direct beneficial ownership except for pecuniary interest. For retail investors, derivative purchases can signal economic exposure but are different from insiders buying shares outright.