DART KENNETH BRYAN 4

4 · Flutter Entertainment plc · Filed Jun 25, 2026

AI-generated summary of this filing

Updated Jun 25, 2026

Flutter (FLUT) 10% Owner Kenneth Dart Buys 350,000 Notional Shares

What Happened

Kenneth Bryan Dart, reported as a 10% owner of Flutter Entertainment plc (FLUT), entered a derivative purchase on 2026-06-23 that establishes economic exposure to 350,000 referenced shares. The notional position is reported at 350,000 shares at a reference/execution price of about $98.58 per share, with a notional value of $34,501,985. The filing reports this as a purchase (transaction code P) but the exposure is through a total-return swap (derivative), not an acquisition of issued company stock.

Key Details

Transaction date: 2026-06-23; Filing date: 2026-06-25 (timely filing).
Reported amount: 350,000 notional shares at ~$98.5771–$98.58 per share; notional value $34,501,985.
Instrument: Total-return swap scheduled to terminate and be cash-settled on March 2, 2028 (see footnote).
Swap economics (footnote): at maturity the Reporting Person pays any decline below the reference price and receives any increase above it; monthly interest payments on the financing leg (SOFR-based); Reporting Person entitled to dividend-equivalent payments.
Holder/structure (footnote): LBS Limited is the direct counterparty/holder of the notional shares; Lake Michigan Limited and LBS Limited hold aggregate positions of 17,480,927 notional shares in previously reported swaps. Mr. Dart is owner of those entities and disclaims direct beneficial ownership except to the extent of his pecuniary interest.
Shares beneficially owned after this transaction: not specifically stated in the Form 4; see footnote regarding aggregate notional positions.

Context

This is a derivative (total-return swap) that creates economic exposure to Flutter shares rather than transferring issued shares into Mr. Dart’s name. Such swaps result in cash settlement based on price movements and dividend equivalents; they are different from outright open-market purchases of stock. As a 10% owner via affiliated entities, Mr. Dart’s reported activity reflects institutional/ownership arrangements rather than routine executive exercises or grants.

Form 4

Period: 2026-06-23

10% Owner

Transactions

PurchaseSwap
Total Return Swap
[F1][F2]
2026-06-23$98.58/sh+350,000$34,501,985→ 17,830,927 total(indirect: See Footnote)
From: 2028-03-02Exp: 2028-03-02→ Common Stock (350,000 underlying)

Footnotes (2)

[F1]The reference price for the Swap is $98.5771 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 the 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 17,480,927 '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|2026-06-25

1 file