DraftKings (DKNG) insider reports PSU vesting and share withholding

Rhea-AI Filing Summary

DraftKings Inc. reported that a director and officer had performance-based restricted stock units vest on December 10, 2025 under the company’s 2020 Incentive Award Plan and a Transition Agreement dated November 6, 2025. The vesting covered 2,763,636 Class A shares from one PSU grant and 235,294 Class A shares from another, each PSU representing one share.

To cover withholding taxes, the issuer withheld 1,336,219 shares and 113,765 shares, respectively, rather than selling stock in the market. After these transactions, the insider directly beneficially owned 5,773,463 Class A shares, with additional indirect holdings of 196,309 shares held by Kalish Family 2020 Irrevocable Trusts and 2,938 shares held by the Matthew P. Kalish 2020 Trust.

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^*

Kalish Matthew

(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)
12/10/2025

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	12/10/2025		M		2,763,636	A	$0(1)(2)	6,988,153	D
Class A Common Stock	12/10/2025		F		1,336,219	D	$34.63	5,651,934	D
Class A Common Stock	12/10/2025		M		235,294	A	$0(1)(3)	5,887,228	D
Class A Common Stock	12/10/2025		F		113,765	D	$34.63	5,773,463	D
Class A Common Stock								196,309	I	Held by Kalish Family 2020 Irrevocable Trusts
Class A Common Stock								2,938	I	Held by Matthew P. Kalish 2020 Trust

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

Explanation of Responses:

1. Represents the vesting of the performance-based restricted stock units ("PSUs") granted pursuant to the Issuer's 2020 Incentive Award Plan, which vested pursuant to the terms and conditions of the Transition Agreement, dated November 6, 2025, between the Reporting Person and the Issuer. Each PSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.

2. No shares of Class A Common Stock were transferred or sold upon the vesting of the PSUs other than to the Issuer to satisfy withholding taxes. The Reporting Person received the net of the 2,763,636 shares of Class A Common Stock underlying the PSUs listed in Table I, and 1,336,219 shares of Class A Common Stock withheld by the Issuer.

3. No shares of Class A Common Stock were transferred or sold upon the vesting of the PSUs other than to the Issuer to satisfy withholding taxes. The Reporting Person received the net of the 235,294 shares of Class A Common Stock underlying the PSUs listed in Table I, and 113,765 shares of Class A Common Stock withheld by the Issuer.

Remarks:

President, DraftKings North America

	/s/ Faisal Hasan, attorney-in-fact	12/11/2025
	** 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 insider transaction did DraftKings (DKNG) report on December 10, 2025?

DraftKings reported that a director and officer had performance-based restricted stock units vest on December 10, 2025, resulting in Class A common shares being issued and some withheld for taxes.

How many DraftKings (DKNG) PSUs vested for the insider in this Form 4?

Two PSU grants vested: one covering 2,763,636 Class A shares and another covering 235,294 Class A shares, with each PSU equal to one share of Class A common stock.

How many DraftKings (DKNG) shares were withheld to cover taxes in this transaction?

To satisfy withholding taxes, the issuer withheld 1,336,219 shares from the larger PSU vesting and 113,765 shares from the smaller PSU vesting at a price of $34.63 per share.

What is the DraftKings (DKNG) insider’s direct share ownership after these transactions?

Following the reported transactions, the insider directly beneficially owned 5,773,463 shares of DraftKings Class A common stock.

What indirect DraftKings (DKNG) holdings are reported in the Form 4?

Indirect holdings include 196,309 shares of Class A common stock held by Kalish Family 2020 Irrevocable Trusts and 2,938 shares held by the Matthew P. Kalish 2020 Trust.

Under what plan did the DraftKings (DKNG) PSUs vest for this insider?

The performance-based restricted stock units vested under DraftKings’ 2020 Incentive Award Plan pursuant to a Transition Agreement dated November 6, 2025 between the reporting person and the company.

What is the insider’s role at DraftKings (DKNG) mentioned in the filing?

The remarks state that the reporting person serves as President, DraftKings North America and is also identified as a Director and Officer of the company.