DART KENNETH BRYAN 4

What Happened
Kenneth Bryan Dart, a reported 10% owner of Flutter Entertainment plc (FLUT), entered into a derivative purchase on June 5, 2026 tied to 50,000 notional FLUT shares at a reference price of $99.943 per share (total economic value ≈ $4,997,150). The transaction is reported as a purchase (code P) and was effected through a swap agreement rather than the acquisition of physical shares.

Key Details

• Transaction date: 2026-06-05; Form 4 filed: 2026-06-09 (timely filed).
• Reported amount: 50,000 notional shares at $99.94 per share; reported value ≈ $4,997,150.
• Instrument: Total-return style swap (derivative) with reference price $99.9430; scheduled to terminate and be cash-settled on March 2, 2028.
• Swap economics (per footnote): at maturity the reporting person pays decreases below the reference price and receives increases above it; pays monthly financing interest (SOFR-based); receives dividend-equivalent payments.
• Direct holder of the notional shares is LBS Limited; prior swap positions by Lake Michigan Ltd. and LBS Ltd. aggregate to 17,071,501 notional shares per the filing. Mr. Dart is owner of those entities and may be deemed to beneficially own the reported securities but disclaims beneficial ownership except for his pecuniary interest.

Context
This was a derivative purchase (swap) rather than a straight open-market buy of ordinary shares. For retail investors: swaps create economic exposure to share-price moves and dividends without transferring legal title to stock; they are common for large/strategic holders and are different from executives buying shares outright. As a 10% owner controlling the entities named, Mr. Dart’s position is institutional in nature; the filing disclaims direct beneficial ownership beyond pecuniary interest.