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  4. [Form 4] DraftKings Inc. Insider Trading Activity

DraftKings (DKNG) CLO nets shares after RSU vesting and tax withholding

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

DraftKings Inc. Chief Legal Officer Dodge R. Stanton reported routine equity compensation activity involving restricted stock units (RSUs) that vested into Class A Common Stock. On June 1, 2026, he exercised RSUs to acquire 34,722 shares of Class A Common Stock through multiple transactions coded "M" for derivative exercise or conversion.

To satisfy withholding tax obligations related to these vestings, Stanton delivered a total of 15,193 shares back to DraftKings at $26.33 per share in several "F" transactions classified as tax-withholding dispositions, not open-market sales. Following these transactions, he directly holds 556,258 shares of DraftKings Class A Common Stock.

Positive

  • None.

Negative

  • None.
Insider Dodge R Stanton
Role Chief Legal Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 11,030 $0.00 $0.00
Exercise Restricted Stock Units 4,824 $0.00 $0.00
Exercise Restricted Stock Units 4,998 $0.00 $0.00
Exercise Restricted Stock Units 12,394 $0.00 $0.00
Exercise Restricted Stock Units 1,476 $0.00 $0.00
Exercise Class A Common Stock 11,030 $0.00 $0.00
Exercise Price or Tax Liability Class A Common Stock 4,826 $26.33 $127K
Exercise Class A Common Stock 4,824 $0.00 $0.00
Exercise Price or Tax Liability Class A Common Stock 2,111 $26.33 $56K
Exercise Class A Common Stock 4,998 $0.00 $0.00
Exercise Price or Tax Liability Class A Common Stock 2,187 $26.33 $58K
Exercise Class A Common Stock 12,394 $0.00 $0.00
Exercise Price or Tax Liability Class A Common Stock 5,423 $26.33 $143K
Exercise Class A Common Stock 1,476 $0.00 $0.00
Exercise Price or Tax Liability Class A Common Stock 646 $26.33 $17K
Holdings After Transaction: Restricted Stock Units — 321,038 shares (Direct); Class A Common Stock — 556,258 shares (Direct)
Footnotes (10)
  1. F1. 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 11,030 shares of Class A Common Stock underlying the RSUs listed in Table II, and 4,826 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. F2. No shares of Class A Common Stock were transferred or sold upon the vesting of the RSUs other than to the Issuer to satisfy withholding taxes. The Reporting Person received the net of the 4,824 shares of Class A Common Stock underlying the RSUs listed in Table II, and 2,111 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.
  3. F3. No shares of Class A Common Stock were transferred or sold upon the vesting of the RSUs other than to the Issuer to satisfy withholding taxes. The Reporting Person received the net of the 4,998 shares of Class A Common Stock underlying the RSUs listed in Table II, and 2,187 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.
  4. F4. No shares of Class A Common Stock were transferred or sold upon the vesting of the RSUs other than to the Issuer to satisfy withholding taxes. The Reporting Person received the net of the 12,394 shares of Class A Common Stock underlying the RSUs listed in Table II, and 5,423 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.
  5. F5. No shares of Class A Common Stock were transferred or sold upon the vesting of the RSUs other than to the Issuer to satisfy withholding taxes. The Reporting Person received the net of the 1,476 shares of Class A Common Stock underlying the RSUs listed in Table II, and 646 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.
  6. F6. On February 13, 2023, the Reporting Person was granted 190,588 RSUs vesting quarterly over four (4) years from March 1, 2023. On April 28, 2023, the vesting terms of 14,119 of such RSUs were amended to provide for vesting in equal monthly installments over one (1) year from April 23, 2023. Accordingly, such 14,119 RSUs are no longer included in the Reporting Person's holdings with respect to the February 13, 2023 grant of 190,588 RSUs.
  7. F7. On February 12, 2024, the Reporting Person was granted 77,196 RSUs vesting quarterly over four (4) years from March 1, 2024.
  8. F8. On February 10, 2025, the Reporting Person was granted 79,961 RSUs vesting quarterly over four (4) years from March 1, 2025.
  9. F9. On February 17, 2026, the Reporting Person was granted 198,317 RSUs vesting quarterly over four (4) years from March 1, 2026.
  10. F10. On February 17, 2026, the Reporting Person was granted 17,707 RSUs vesting monthly over one (1) year from March 1, 2026.
RSUs exercised 34,722 shares Total Class A shares from RSU exercises on June 1, 2026
Shares for tax withholding 15,193 shares Class A shares delivered for withholding taxes at $26.33
Withholding price $26.33 per share Price applied to tax-withholding share dispositions
Post-transaction holdings 547,759 shares Direct Class A Common Stock held after transactions
2023 RSU grant 190,588 RSUs Grant on February 13, 2023, with amended vesting for 14,119 units
2024 RSU grant 77,196 RSUs Grant on February 12, 2024, vesting quarterly over four years
2025 RSU grant 79,961 RSUs Grant on February 10, 2025, vesting quarterly over four years
2026 RSU grants 198,317 and 17,707 RSUs Two grants on February 17, 2026 with quarterly and monthly vesting
Restricted Stock Units financial
"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"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
tax-withholding disposition financial
"transaction_code "F" with description Payment of exercise price or tax liability by delivering securities"
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
derivative exercise/conversion financial
"transaction_code "M" with description Exercise or conversion of derivative security"
Class A Common Stock financial
"Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
vesting financial
"On February 17, 2026, the Reporting Person was granted 198,317 RSUs vesting quarterly over four (4) years from March 1, 2026"
Vesting is the process by which you earn full ownership of something, like company stock or a retirement benefit, over time. It’s like earning the right to keep a gift piece by piece the longer you stay with a company, making sure employees stay committed before they receive all the benefits.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

FAQ

What insider transaction did DraftKings (DKNG) report for Dodge R. Stanton?
DraftKings reported that Chief Legal Officer Dodge R. Stanton had restricted stock units vest into Class A Common Stock and used some of the resulting shares to cover tax withholding obligations, a routine compensation-related transaction rather than an open-market stock purchase or sale.

How many DraftKings shares did Dodge R. Stanton acquire through RSU vesting?
Dodge R. Stanton acquired 34,722 shares of DraftKings Class A Common Stock through the vesting and exercise of restricted stock units, as indicated by multiple transactions coded "M" for derivative exercise or conversion on June 1, 2026 in the Form 4 filing.

How many DraftKings shares were used to pay taxes in this Form 4?
A total of 15,193 shares of DraftKings Class A Common Stock were delivered to the company to satisfy withholding tax obligations, reflected as several transactions coded "F" for tax-withholding disposition at a price of $26.33 per share.

Did Dodge R. Stanton sell DraftKings shares on the open market?
The Form 4 shows no open-market sales. Instead, shares coded "F" were withheld or returned to DraftKings solely to cover tax liabilities tied to RSU vesting, meaning the dispositions were administrative tax payments rather than discretionary sales into the market.

How many DraftKings shares does Dodge R. Stanton hold after these transactions?
After the RSU vesting and related tax-withholding dispositions, Dodge R. Stanton directly holds 547,759 shares of DraftKings Class A Common Stock, as reported in the total shares following transaction field for the final non-derivative entry in the Form 4.
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*
Dodge R Stanton
(Last)(First)(Middle)
C/O DRAFTKINGS INC.
222 BERKELEY STREET, 5TH FLOOR
(Street)
BOSTON MASSACHUSETTS 02116
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
DraftKings Inc. [ DKNG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Legal Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2026		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
Class A Common Stock06/01/2026M11,030A(1)547,759D
Class A Common Stock06/01/2026F4,826D$26.33542,933D
Class A Common Stock06/01/2026M4,824A(2)547,757D
Class A Common Stock06/01/2026F2,111D$26.33545,646D
Class A Common Stock06/01/2026M4,998A(3)550,644D
Class A Common Stock06/01/2026F2,187D$26.33548,457D
Class A Common Stock06/01/2026M12,394A(4)560,851D
Class A Common Stock06/01/2026F5,423D$26.33555,428D
Class A Common Stock06/01/2026M1,476A(5)556,904D
Class A Common Stock06/01/2026F646D$26.33556,258D
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
Restricted Stock Units(1)06/01/2026M11,030 (6) (6)Class A Common Stock11,030$033,088D
Restricted Stock Units(2)06/01/2026M4,824 (7) (7)Class A Common Stock4,824$033,774D
Restricted Stock Units(3)06/01/2026M4,998 (8) (8)Class A Common Stock4,998$054,973D
Restricted Stock Units(4)06/01/2026M12,394 (9) (9)Class A Common Stock12,394$0185,923D
Restricted Stock Units(5)06/01/2026M1,476 (10) (10)Class A Common Stock1,476$013,280D
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 11,030 shares of Class A Common Stock underlying the RSUs listed in Table II, and 4,826 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. No shares of Class A Common Stock were transferred or sold upon the vesting of the RSUs other than to the Issuer to satisfy withholding taxes. The Reporting Person received the net of the 4,824 shares of Class A Common Stock underlying the RSUs listed in Table II, and 2,111 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.
3. No shares of Class A Common Stock were transferred or sold upon the vesting of the RSUs other than to the Issuer to satisfy withholding taxes. The Reporting Person received the net of the 4,998 shares of Class A Common Stock underlying the RSUs listed in Table II, and 2,187 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.
4. No shares of Class A Common Stock were transferred or sold upon the vesting of the RSUs other than to the Issuer to satisfy withholding taxes. The Reporting Person received the net of the 12,394 shares of Class A Common Stock underlying the RSUs listed in Table II, and 5,423 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.
5. No shares of Class A Common Stock were transferred or sold upon the vesting of the RSUs other than to the Issuer to satisfy withholding taxes. The Reporting Person received the net of the 1,476 shares of Class A Common Stock underlying the RSUs listed in Table II, and 646 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.
6. On February 13, 2023, the Reporting Person was granted 190,588 RSUs vesting quarterly over four (4) years from March 1, 2023. On April 28, 2023, the vesting terms of 14,119 of such RSUs were amended to provide for vesting in equal monthly installments over one (1) year from April 23, 2023. Accordingly, such 14,119 RSUs are no longer included in the Reporting Person's holdings with respect to the February 13, 2023 grant of 190,588 RSUs.
7. On February 12, 2024, the Reporting Person was granted 77,196 RSUs vesting quarterly over four (4) years from March 1, 2024.
8. On February 10, 2025, the Reporting Person was granted 79,961 RSUs vesting quarterly over four (4) years from March 1, 2025.
9. On February 17, 2026, the Reporting Person was granted 198,317 RSUs vesting quarterly over four (4) years from March 1, 2026.
10. On February 17, 2026, the Reporting Person was granted 17,707 RSUs vesting monthly over one (1) year from March 1, 2026.
Remarks:
/s/ Faisal Hasan, attorney-in-fact06/02/2026
** 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)

Source: View Original Filing on SEC EDGAR