Major Flutter (FLUT) holder adds swap on 295,794 notional shares

Rhea-AI Filing Summary

DART KENNETH BRYAN reported open-market purchase transactions in this Form 4 filing.

Flutter Entertainment plc insider Kenneth Bryan Dart, through Lake Michigan Limited, entered into a Total Return Swap referencing 295,794 common shares at a reference price of $99.7613 per share.

The swap is scheduled to terminate on March 2, 2028 and will be cash-settled. Dart’s entity will pay monthly interest based on OBFR and will receive payments equal to any dividends on the referenced shares, plus any share price gains above the reference price, while owing the counterparty if the share price falls.

Footnotes state Lake Michigan Limited is the direct holder of the notional position, and LBS Limited is party to earlier swaps covering an aggregate 7,453,418 notional shares. As owner of these entities, Dart may be deemed to beneficially own the positions but disclaims beneficial ownership except to the extent of his pecuniary interest.

Insights

Derivatives and insider-transactions analyst

Large cash-settled swap increases Dart’s economic exposure to Flutter shares.

The filing shows a Total Return Swap referencing 295,794 shares at $99.7613 per share, maturing on March 2, 2028. This is an economic bet on Flutter’s share price and dividends, not a direct share purchase with voting rights.

At maturity, Dart’s entity pays any decline below the reference price and receives any appreciation plus dividend-equivalent payments, while paying OBFR-based financing. A footnote also notes existing swaps on 7,453,418 notional shares, indicating a sizable derivative exposure. Overall, this is a targeted exposure adjustment rather than a clear fundamental signal.

Insider Trade Summary

Net Buyer: 295,794 shares ($29,508,794)

Net Buy 1 txn

Insider DART KENNETH BRYAN

Role 10% Owner

Bought 295,794 shs ($29.51M)

Type	Security	Shares	Price	Value
Purchase	Total Return Swap	295,794	$99.7613	$29.51M

Holdings After Transaction: Total Return Swap — 8,046,860 shares (Indirect, See footnote)

Footnotes (1)

1. The reference price for the Swap is $99.7613 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 OBFR. 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. Lake Michigan Limited is the party to the reported transaction and direct "holder" of the "notional" shares. LBS Limited is a party to previously reported swap transactions that provide an aggregate position in 7,453,418 "notional" shares. As owner of Lake Michigan Limited and LBS 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.

Key Figures

Notional shares in new swap: 295,794 shares Reference price: $99.7613 per share Swap maturity date: March 2, 2028 +2 more

5 metrics

Notional shares in new swap 295,794 shares Total Return Swap reference amount

Reference price $99.7613 per share Swap reference price for FLUT common stock

Swap maturity date March 2, 2028 Scheduled cash-settlement date of the swap

Existing notional position 7,453,418 shares Previously reported swaps via LBS Limited

Interest basis OBFR-based rate Monthly interest Dart’s entity pays on financing leg

Key Terms

Total Return Swap, notional shares, pecuniary interest, OBFR, +1 more

5 terms

Total Return Swap financial

"The reference price for the Swap is $99.7613 per share."

A total return swap is a private contract where one party pays the full economic performance of an asset (income plus price changes) to another party, while receiving a set payment such as a fixed rate or short-term interest in return. It matters to investors because it lets someone gain or shed exposure to an asset’s gains or losses without owning it, offering a way to borrow, hedge, or take leveraged positions while relying on the other party to make payments.

notional shares financial

"direct "holder" of the "notional" shares."

pecuniary interest financial

"disclaims such beneficial ownership except to the extent of his pecuniary interest therein."

OBFR financial

"at a rate based on OBFR."

beneficially own financial

"Mr. Dart may be deemed to beneficially own the reported securities"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

DART KENNETH BRYAN

(Last) (First) (Middle)

P. O. BOX 31300

(Street)

GRAND CAYMAN

(City) (State) (Zip)

CAYMAN ISLANDS

(Country)

2. Issuer Name and Ticker or Trading Symbol
Flutter Entertainment plc [ FLUT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/30/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Total Return Swap	(1)	03/30/2026		P/K		295,794		03/02/2028	03/02/2028	Common Stock	295,794	$99.7613	8,046,860(2)	I	See footnote(2)

Explanation of Responses:

1. The reference price for the Swap is $99.7613 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 OBFR. 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.

2. Lake Michigan Limited is the party to the reported transaction and direct "holder" of the "notional" shares. LBS Limited is a party to previously reported swap transactions that provide an aggregate position in 7,453,418 "notional" shares. As owner of Lake Michigan Limited and LBS 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.

	/s/Kenneth B Dart	04/01/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Kenneth Bryan Dart do in the latest Form 4 for FLUT?

Kenneth Bryan Dart, through Lake Michigan Limited, entered into a Total Return Swap referencing 295,794 Flutter shares at $99.7613 per share. The swap is cash-settled at maturity and adjusts his economic exposure without involving a direct share purchase.

How many Flutter (FLUT) shares are referenced in Dart’s new swap?

The new Total Return Swap references 295,794 common shares of Flutter Entertainment. This notional share count defines the economic exposure of the swap but does not represent direct share ownership or voting rights for the reporting person’s entities.

When does Kenneth Dart’s new Flutter (FLUT) Total Return Swap expire?

The Total Return Swap is scheduled to terminate on March 2, 2028. On that date, the position will be cash-settled based on Flutter’s share price relative to the $99.7613 reference price, plus any dividend-equivalent adjustments accrued over the swap’s term.

How is the Total Return Swap on FLUT economically structured for Dart?

At maturity, Dart’s entity pays the counterparty any decline in FLUT’s price below $99.7613 and receives any increase above that level. Throughout the term, it pays OBFR-based interest and receives payments equal to dividends on the referenced shares.

Which entities hold the Flutter (FLUT) swap positions related to Kenneth Dart?

Footnotes state Lake Michigan Limited is party to the reported swap, while LBS Limited holds previously reported swaps on 7,453,418 notional shares. As owner of these entities, Dart may be deemed a beneficial owner but disclaims beneficial ownership beyond his pecuniary interest.

Does Kenneth Dart directly own the Flutter (FLUT) shares in this Form 4?

No direct share ownership is described. The filing reports a Total Return Swap where Lake Michigan Limited holds a notional position. Dart may be deemed to beneficially own the derivatives through ownership of the entities but disclaims beneficial ownership beyond his pecuniary interest.