DART KENNETH BRYAN 4

4 · Flutter Entertainment plc · Filed May 22, 2026

AI-generated summary of this filing

Updated May 22, 2026

Flutter (FLUT) 10% Owner Kenneth Dart Acquires 279,160 Notional Shares

What Happened

Kenneth Dart (reported as a 10% owner) entered into a derivative purchase on 2026-05-20 that creates an economic position in 279,160 notional shares of Flutter (FLUT). The transaction is reported as a purchase at $96.85 per share for a notional value of $27,036,590. This was a swap-style derivative (not the acquisition of direct ordinary shares).

Key Details

Transaction date and price: 2026-05-20 — 279,160 notional shares at $96.85 (reference price reported as $96.8498). Total notional value ≈ $27,036,590.
Instrument and settlement: Swap (derivative) scheduled to terminate and be cash-settled on March 2, 2028.
Swap economics (per filing): at maturity Dart pays the counterparty any decline below the reference price and receives any increase above it; he pays monthly interest on the financing leg (SOFR-based) and is entitled to receive payments equal to dividends during the term.
Legal holder and ownership note: LBS Limited is the direct holder/party to the reported swap. Lake Michigan Limited and LBS Limited previously held an aggregate position of 15,992,552 notional shares. As owner of those entities, Mr. Dart may be deemed to beneficially own the reported securities but disclaims beneficial ownership except for his pecuniary interest.
Shares owned after transaction: The filing does not disclose direct ordinary shares; prior aggregated notional position reported was 15,992,552 (this swap adds 279,160 notional shares).
Filing timeliness: No late-filing indication provided in the report.

Context

This was a derivative swap transaction, not a direct purchase of ordinary shares. Swaps create an economic exposure to the stock’s price and dividends but do not transfer legal title to the underlying shares. As a 10% owner who uses controlled entities for swaps, Mr. Dart’s filing reflects institutional-level derivative exposure; the filing includes a disclaimer of direct beneficial ownership beyond his pecuniary interest.

Form 4

Period: 2026-05-20

10% Owner

Transactions

PurchaseSwap
Total Return Swap
[F1][F2]
2026-05-20$96.85/sh+279,160$27,036,590→ 16,271,712 total(indirect: See footnote)
From: 2028-03-02Exp: 2028-03-02→ Common Stock (279,160 underlying)

Footnotes (2)

[F1]The reference price for the Swap is $96.8498 per share. The Swap is scheduled to terminate on March 2, 2028, at which time the Swap will be cash-settled. Under the terms of the Swap, at maturity: (i)the Reporting Person will be obligated to pay to the counterparty any decrease in the market price of the referenced shares below the reference price, and (ii) the counterparty will be obligated to pay the Reporting Person any increase in the market price of the referenced shares above the reference price. The Swap requires the Reporting Person to pay monthly interest to the counterparty on the financing leg of the Swap at a rate based on SOFR. Additionally, the Reporting Person is entitled to receive payments from the counterparty equal to any dividends paid on the referenced shares during the term of the Swap.
[F2]LBS Limited is the party to the reported transaction and direct "holder" of the "notional" shares. Lake Michigan Limited and LBS Limited were parties to previously reported swap transactions that provide an aggregate position in 15,992,552 "notional" shares. As owner of LBS Limited and Lake Michigan Limited, Mr. Dart may be deemed to beneficially own the reported securities but disclaims such beneficial ownership except to the extent of his pecuniary interest therein.

Signature

/s/Kenneth B Dart|2026-05-22

1 file