DKNG Form 4: 38,217 RSUs vested for CEO Jason Robins; 18,478 withheld

Rhea-AI Filing Summary

Jason Robins, the Chief Executive Officer and Chairman of DraftKings Inc. (DKNG), had restricted stock units (RSUs) vest on 08/09/2025. From the vesting event the reporting person received a net 38,217 shares of Class A common stock after the issuer withheld 18,478 shares to satisfy tax withholdings. Each RSU represents a contingent right to receive one share.

The filing notes the original grant of 611,468 RSUs on February 9, 2022, which vest quarterly over four years. The report also states Robins beneficially holds 393,013,951 shares of Class B common stock that are not registered securities.

Insights

Securities Analyst

TL;DR: Routine executive RSU vesting produced net issuance of 38,217 Class A shares with tax withholding; immaterial to capital structure.

The transaction reflects a scheduled vesting of RSUs granted in 2022. The reporting person received 38,217 shares while 18,478 shares were withheld for taxes. The numbers are small relative to the large reported holding of 393,013,951 Class B shares, and there is no indication of open-market sales or other dispositions that would affect public float or immediate liquidity.

Corporate Governance Expert

TL;DR: This is a standard compensation vesting event that shows executive alignment with long-term equity awards but does not signal governance change.

The filing documents conversion of vested RSUs into Class A shares and the issuer's tax-withholding via share retention. The original grant of 611,468 RSUs and the vesting schedule are disclosed, and the filing reiterates the reporting person's substantial beneficial ownership of 393,013,951 Class B shares. No governance actions or managerial departures are reported.

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

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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^*

Robins Jason

(Last) (First) (Middle)

C/O DRAFTKINGS INC.

222 BERKELEY STREET, 5TH FLOOR

(Street)

BOSTON MA 02116

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
DraftKings Inc. [ DKNG ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
08/09/2025

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

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

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

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
Class A Common Stock	08/09/2025		M		38,217	A	(1)	3,454,305	D
Class A Common Stock	08/09/2025		F		18,478	D	$42.88	3,435,827	D
Class A Common Stock								90	I	Held by Jason Robins Revocable Trust u/d/t January 8, 2014

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
Restricted Stock Units	(1)	08/09/2025		M			38,217	(2)	(2)	Class A Common Stock	38,217	$0.00	76,433	D

Explanation of Responses:

1. No shares of Class A Common Stock were transferred or sold upon the vesting of the restricted stock units ("RSUs") other than to the Issuer to satisfy withholding taxes. The Reporting Person received the net of the 38,217 shares of Class A Common Stock underlying the RSUs listed in Table II, and 18,478 shares of Class A Common Stock withheld by the Issuer. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.

2. On February 9, 2022, the Reporting Person was granted 611,468 RSUs vesting quarterly over four (4) years.

Remarks:

Chief Executive Officer and Chairman of the Board. In addition, Jason Robins is the sole holder of 393,013,951 shares of Class B Common Stock of the Issuer, which are not registered securities.

	/s/ Faisal Hasan, attorney-in-fact	08/12/2025
	** 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).
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FAQ

What transaction did Jason Robins report in the Form 4 for DKNG?

The Form 4 reports the vesting of RSUs that converted into Class A shares, resulting in a net receipt of 38,217 shares after withholding.

How many RSU shares vested and how many were withheld for taxes?

A total of 38,217 vested shares were delivered net to the reporting person and 18,478 shares were withheld by the issuer to satisfy taxes.

When were the RSUs originally granted and what was the grant size?

The RSUs were granted on February 9, 2022 with a grant size of 611,468 RSUs vesting quarterly over four years.

Does the filing disclose other significant shareholdings by Jason Robins?

Yes. The filing states Jason Robins is the sole holder of 393,013,951 shares of Class B common stock that are not registered securities.

Did the filing report any open-market sale of shares?

No. The filing indicates shares were issued upon RSU vesting and that some shares were withheld for taxes; it does not report open-market sales.