Director Woodrow Levin gets 460 RSUs at DraftKings (DKNG) instead of cash

Rhea-AI Filing Summary

DraftKings Inc. director Woodrow Levin reported equity compensation activity involving restricted stock units (RSUs) on February 10, 2026. He received a grant of 460 RSUs issued in lieu of a quarterly cash retainer, with each RSU representing one share of Class A Common Stock.

The RSUs were granted and became fully vested on February 10, 2026 and were converted into 460 shares of Class A Common Stock at no cash exercise price, with no shares transferred or sold upon vesting. Following these transactions, Levin directly beneficially owned 58,492 shares, with an additional 10 shares held indirectly by OneSix Red, LLC and 44,616 shares held indirectly by the Levin Family 2015 Irrevocable 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^*

Levin Woodrow

(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
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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	02/10/2026		M		460	A	(1)	58,492	D
Class A Common Stock								10	I	Held by OneSix Red, LLC
Class A Common Stock								44,616	I	Held by Levin Family 2015 Irrevocable 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
Restricted Stock Units	(1)(2)	02/10/2026		A		460(3)		(4)	(4)	Class A Common Stock	460	$0	460	D
Restricted Stock Units	(1)(2)	02/10/2026		M			460(3)	(4)	(4)	Class A Common Stock	460	$0	0	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").

2. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.

3. Represents RSU grant that is being issued in lieu of a quarterly cash retainer.

4. The RSUs were granted and became fully vested on February 10, 2026

Remarks:

	/s/ Faisal Hasan, attorney-in-fact	02/12/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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FAQ

What insider transaction did DraftKings Inc. (DKNG) director Woodrow Levin report?

Woodrow Levin reported equity compensation activity involving restricted stock units. On February 10, 2026, he received 460 RSUs that were granted in lieu of a quarterly cash retainer, which then converted into 460 shares of DraftKings Class A Common Stock at no cash exercise price.

Were any DraftKings (DKNG) shares sold in Woodrow Levin’s February 10, 2026 Form 4 filing?

No DraftKings shares were sold in this filing. The footnotes state that no shares of Class A Common Stock were transferred or sold upon the vesting of the RSUs, indicating this was a non-cash equity award and conversion rather than an open-market sale.

How many DraftKings (DKNG) shares does Woodrow Levin own after the reported transactions?

After the reported transactions, Woodrow Levin directly beneficially owned 58,492 shares of DraftKings Class A Common Stock. In addition, 10 shares are held indirectly by OneSix Red, LLC and 44,616 shares are held indirectly by the Levin Family 2015 Irrevocable Trust.

What are the terms of the 460 RSUs reported by DraftKings (DKNG) director Woodrow Levin?

Each RSU represents a contingent right to receive one share of DraftKings Class A Common Stock. The 460 RSUs were granted in lieu of a quarterly cash retainer and became fully vested on February 10, 2026, then converted into 460 shares at a price of $0 per share.

Why did DraftKings (DKNG) grant 460 RSUs to director Woodrow Levin?

The Form 4 explains that the 460 RSUs represent a grant issued in lieu of a quarterly cash retainer. This means the director elected, or was compensated, with equity rather than cash for board service for that quarter, aligning compensation with DraftKings stock.

How are Woodrow Levin’s indirect DraftKings (DKNG) holdings structured?

In addition to his direct holdings, 10 DraftKings Class A shares are held indirectly through OneSix Red, LLC. A further 44,616 shares are held indirectly through the Levin Family 2015 Irrevocable Trust, as disclosed in the ownership detail section of the Form 4.