Flutter (FLUT) 10% Owner Kenneth Dart Buys 1.70M Shares

What Happened Kenneth Bryan Dart (reported as a 10% owner) entered into two total‑return swap agreements on August 5, 2026, that economically acquire exposure to a total of 1,703,715 notional Flutter shares. The first swap covers 885,900 shares at a reference price of $93.5779 per share (value ~$82,900,662) and the second covers 817,815 shares at a reference price of $91.4129 per share (value ~$74,758,841). Both transactions are reported as purchases (code P) of derivative instruments rather than purchases of underlying stock.

Key Details

• Transaction dates: 2026-08-05 (reported on Form 4 filed 2026-08-07).
• Positions: 885,900 notional shares @ $93.58 (≈ $82,900,662); 817,815 notional shares @ $91.41 (≈ $74,758,841); combined notional exposure = 1,703,715 shares (~$157.66M).
• Instrument: Total‑return swaps that are cash‑settled at maturity (scheduled termination March 2, 2028).
• Swap economics (per footnotes): Mr. Dart will receive payments for any increase above the reference prices and pay any decrease below them; he pays monthly financing interest (based on SOFR for one swap and OBFR for the other) and is entitled to receive dividend payments from the counterparty during the swap term.
• Ownership disclosure: LBS Limited and Lake Michigan Limited are the direct holders of the notional shares; Mr. Dart, as owner of those entities, may be deemed to beneficially own the referenced securities but disclaims ownership except for his pecuniary interest. Footnotes indicate an aggregate position of 19,024,258 notional shares associated with those entities from prior swaps.
• Filing timeliness: Form 4 was filed on Aug 7 for an Aug 5 transaction (appears filed within the typical two‑business‑day window).

Context These transactions are derivative (total‑return swap) purchases that give Mr. Dart economic exposure to Flutter’s share price and dividends through March 2, 2028; they do not represent direct transfers of underlying shares to his brokerage account. As a reported 10% owner using affiliated entities, the filing discloses potential beneficial interest but includes a disclaimer of direct ownership beyond pecuniary interest.