Equity award vests for DraftKings (NASDAQ: DKNG) executive as shares withheld for tax

Rhea-AI Filing Summary

DraftKings Inc. director and officer Matthew Kalish reported equity compensation activity in Class A common stock. He acquired 51,464 shares on February 13, 2026 through the vesting of restricted stock units that were granted under DraftKings’ 2020 Incentive Award Plan and tied to performance goals.

To cover withholding taxes due at vesting, 22,273 shares were withheld by DraftKings at a price of $21.76 per share as a tax-withholding disposition, rather than an open-market sale. After these transactions, Kalish directly owned 5,822,300 Class A shares. He also had indirect ownership 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

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^*

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)
02/13/2026

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	02/13/2026		A		51,464	A	(1)(2)	5,844,573	D
Class A Common Stock	02/13/2026		F		22,273	D	$21.76	5,822,300	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. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.

2. Represents the vesting of the RSUs granted pursuant to the Issuer's 2020 Incentive Award Plan, which vested upon the achievement of certain performance goals. 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 51,464 shares of Class A Common Stock underlying the RSUs listed in Table I, and 22,273 shares of Class A Common Stock withheld by the Issuer.

Remarks:

President, DraftKings North America

	/s/ Faisal Hasan, attorney-in-fact	02/18/2026
	** 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.

FAQ

What insider transactions did DraftKings (DKNG) report for Matthew Kalish?

DraftKings reported that Matthew Kalish had 51,464 restricted stock units vest into Class A common shares and 22,273 shares withheld by the company for taxes. These transactions reflect equity compensation vesting, not open-market buying or selling.

How many DraftKings (DKNG) shares did Matthew Kalish acquire in this Form 4?

Matthew Kalish acquired 51,464 DraftKings Class A common shares through the vesting of restricted stock units. The units were granted under the 2020 Incentive Award Plan and vested upon achievement of specified performance goals, converting into an equal number of shares.

Were any DraftKings (DKNG) shares sold on the market in this Form 4?

No open-market sales were reported. 22,273 shares were withheld by DraftKings at $21.76 per share to satisfy tax obligations upon vesting. The filing states shares were delivered to the issuer for taxes, not sold to public market buyers.

What is Matthew Kalish’s DraftKings (DKNG) share ownership after these transactions?

After the reported transactions, Matthew Kalish directly owned 5,822,300 DraftKings Class A shares. He also had indirect ownership of 196,309 shares through Kalish Family 2020 Irrevocable Trusts and 2,938 shares through the Matthew P. Kalish 2020 Trust.

What do the restricted stock units in DraftKings (DKNG) represent for Matthew Kalish?

Each restricted stock unit represents a contingent right to receive one DraftKings Class A common share. In this filing, 51,464 RSUs vested after certain performance goals were met, resulting in the same number of shares being issued to Matthew Kalish.

Why did DraftKings (DKNG) withhold 22,273 shares for Matthew Kalish?

DraftKings withheld 22,273 Class A shares from Matthew Kalish to cover tax withholding obligations triggered by RSU vesting. The shares, valued at $21.76 each, were delivered back to the issuer instead of being sold on the open market.