STOCK TITAN

Dart entity boosts Flutter (FLUT) stake with 169,095-share total return swap

Filing Impact
(Very High)
Filing Sentiment
(Very Positive)
Form Type
4

Rhea-AI Filing Summary

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

Lake Michigan Limited, an entity owned by Kenneth Bryan Dart, entered into a new Total Return Swap referencing 169,095 notional shares of Flutter Entertainment plc common stock at a reference price of $102.3909 per share. The swap is scheduled to terminate on March 2, 2028 and will be cash-settled based on the change in Flutter’s share price relative to that reference level. Following this transaction, Dart-related entities have exposure equivalent to 8,411,604 notional shares. Under the swap terms, Dart’s entity pays monthly interest to the counterparty at a rate based on OBFR and is entitled to receive payments equal to any dividends paid on the referenced shares during the swap’s term.

Positive

  • None.

Negative

  • None.
Insider DART KENNETH BRYAN
Role 10% Owner
Bought 169,095 shs ($17.31M)
Type Security Shares Price Value
Purchase Total Return Swap 169,095 $102.3909 $17.31M
Holdings After Transaction: Total Return Swap — 8,411,604 shares (Indirect, See footnote)
Footnotes (1)
  1. The reference price for the Swap is $102.3909 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.
Notional shares in new swap 169,095 shares Total Return Swap reference amount
Reference price $102.3909 per share Swap reference price on Flutter common stock
Total notional exposure 8,411,604 shares Notional Flutter shares following the transaction
Swap maturity date March 2, 2028 Scheduled termination and cash settlement date
Underlying security Common Stock Referenced Flutter Entertainment plc shares
Total Return Swap financial
"entered into a new Total Return Swap referencing 169,095 notional shares"
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"
OBFR financial
"monthly interest to the counterparty on the financing leg of the Swap at a rate based on OBFR"
cash-settled financial
"the Swap will be cash-settled"
Cash-settled describes a financial contract that is resolved by paying the monetary difference between agreed and actual prices, instead of delivering the underlying asset. For investors, it matters because it simplifies trades—like settling a bet with cash rather than handing over the item—and affects liquidity, tax treatment, and counterparty exposure, since you receive or pay only the value change rather than owning or transferring the actual security or commodity.
pecuniary interest financial
"disclaims such beneficial ownership except to the extent of his pecuniary interest therein"
SEC Form 4
FORM 4UNITED 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)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/01/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Total Return Swap(1)04/01/2026P/K169,09503/02/202803/02/2028Common Stock169,095$102.39098,411,604(2)ISee footnote(2)
Explanation of Responses:
1. The reference price for the Swap is $102.3909 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 Dart04/03/2026
** Signature of Reporting PersonDate
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’s entity do in this Flutter (FLUT) Form 4 filing?

Lake Michigan Limited opened a new Total Return Swap on 169,095 notional Flutter shares at $102.3909 per share. The swap gives economic exposure to Flutter’s share price and dividends without directly owning the underlying common stock.

How large is the new Total Return Swap position on Flutter (FLUT) shares?

The new swap references 169,095 notional shares of Flutter common stock at a reference price of $102.3909 per share. This adds to Dart-associated entities’ overall economic exposure, which totals 8,411,604 notional shares after the transaction.

When does the new Flutter (FLUT) Total Return Swap entered by Dart’s entity mature?

The reported Total Return Swap is scheduled to terminate on March 2, 2028. At that time, it will be cash-settled based on the difference between Flutter’s market price and the reference price of $102.3909 per share.

How are gains or losses determined on the Flutter (FLUT) Total Return Swap?

At maturity, Lake Michigan Limited must pay the counterparty any decrease in Flutter’s share price below $102.3909, and receives any increase above that price. Settlement is entirely in cash, based on the referenced shares’ market performance.

What ongoing payments apply under the Flutter (FLUT) Total Return Swap?

The swap requires Dart’s entity to pay monthly interest to the counterparty on the financing leg at a rate based on OBFR. In return, the entity is entitled to payments equal to any dividends paid on the referenced Flutter shares.

Who is the direct holder of the notional Flutter (FLUT) shares in this Form 4?

Lake Michigan Limited is the direct party to the reported swap and holder of the notional shares. As owner of Lake Michigan Limited and LBS Limited, Kenneth Bryan Dart may be deemed a beneficial owner but disclaims ownership beyond his pecuniary interest.