[Form 4] DraftKings Inc. Insider Trading Activity

Rhea-AI Filing Summary

Dodge R. Stanton, Chief Legal Officer of DraftKings Inc. (DKNG), reported multiple transactions on 09/01/2025–09/02/2025 including RSU vestings, option exercise and pre-arranged sales under a Rule 10b5-1 plan. He received net shares from RSU vestings totaling 21,658 shares (11,029 + 4,825 + 4,996 + 808 net recipients noted) and exercised 97,593 stock options for cash at an exercise price of $2.95, acquiring 97,593 shares. Concurrently, he sold 105,554 shares under a 10b5-1 program (31,292 at a weighted average ~$47.06 and 74,262 at a weighted average ~$47.50). After these transactions the Form 4 shows beneficial ownership of 512,181 Class A shares.

Positive

• RSU vestings delivered net equity to the reporting person (11,029; 4,825; 4,996; 808 net shares respectively)
• Option exercise of 97,593 shares at a low $2.95 strike demonstrates long‑term incentive realization
• Sales conducted pursuant to a Rule 10b5-1 plan, indicating pre-arranged, non-opportunistic dispositions

Negative

• Significant sales of 105,554 shares (31,292 and 74,262) reduced beneficial ownership and may be viewed as liquidity-taking
• Weighted average sale prices in the disclosures (~$47.06 and ~$47.50) show material proceeds that change insider stake

Insights

Corporate Governance Expert

TL;DR: Insider received vested compensation and exercised options while executing planned sales under a 10b5-1 program.

The filings indicate routine compensation-related activity: RSU vestings and the cash exercise of long‑dated options. The sales were conducted pursuant to a pre-established Rule 10b5-1 plan adopted December 13, 2024, which reduces concerns about opportunistic timing. The net effect lowered the reporting person's holdings but is consistent with typical executive liquidity management following vesting and exercise events.

Securities Analyst

TL;DR: Material share movement occurred but no new information about company performance is disclosed.

The reporting shows 97,593 shares acquired via option exercise at a $2.95 strike and sales of 105,554 shares at weighted prices in the mid‑$40s, which generated gross proceeds based on the disclosed weighted averages. These transactions reflect personal liquidity and compensation realization rather than a company operational disclosure; investors should note the change in insider holdings but not interpret it as a company update.

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).

X

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 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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Legal Officer

3. Date of Earliest Transaction (Month/Day/Year)
09/01/2025

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	09/01/2025		M		11,029	A	(1)	518,990	D
Class A Common Stock	09/01/2025		F		4,826	D	$47.98	514,164	D
Class A Common Stock	09/01/2025		M		4,825	A	(2)	518,989	D
Class A Common Stock	09/01/2025		F		2,111	D	$47.98	516,878	D
Class A Common Stock	09/01/2025		M		4,996	A	(3)	521,874	D
Class A Common Stock	09/01/2025		F		2,187	D	$47.98	519,687	D
Class A Common Stock	09/01/2025		M		808	A	(4)	520,495	D
Class A Common Stock	09/01/2025		F		353	D	$47.98	520,142	D
Class A Common Stock	09/02/2025		M		97,593(5)	A	$2.95	617,735	D
Class A Common Stock	09/02/2025		S(6)		31,292	D	$47.06(7)	586,443	D
Class A Common Stock	09/02/2025		S(6)		74,262	D	$47.5(8)	512,181	D

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)	09/01/2025		M			11,029	(9)	(9)	Class A Common Stock	11,029	$0.00	66,176	D
Restricted Stock Units	(2)	09/01/2025		M			4,825	(10)	(10)	Class A Common Stock	4,825	$0.00	48,248	D
Restricted Stock Units	(3)	09/01/2025		M			4,996	(11)	(11)	Class A Common Stock	4,996	$0.00	69,967	D
Restricted Stock Units	(4)	09/01/2025		M			808	(12)	(12)	Class A Common Stock	808	$0.00	4,845	D
Stock Option	$2.95	09/01/2025		M			97,593	(13)	11/02/2027	Class A Common Stock	97,593	$0.00	1,513,089	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 11,029 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 4,825 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 4,996 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 808 shares of Class A Common Stock underlying the RSUs listed in Table II, and 353 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. The Reporting Person acquired shares of Class A Common Stock of the Issuer upon the exercise of stock options and payment of the aggregate exercise price in cash.

6. The reported sale was made pursuant to a pre-arranged program for selling shares of Class A Common Stock adopted on December 13, 2024 pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934.

7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $46.18 to $47.17, inclusive. The Reporting Person has provided to the Issuer, and undertakes to provide any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnotes 7 and 8 to this Form 4.

8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $47.18 to $47.92, inclusive. See the last sentence of footnote 7 to this Form 4 above.

9. 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.

10. On February 12, 2024, the Reporting Person was granted 77,196 RSUs vesting quarterly over four (4) years from March 1, 2024.

11. On February 10, 2025, the Reporting Person was granted 79,961 RSUs vesting quarterly over four (4) years from March 1, 2025.

12. On February 10, 2025, the Reporting Person was granted 9,692 RSUs vesting monthly over one (1) year from March 1, 2025.

13. These stock options were granted on November 7, 2017. As of the date hereof, all such remaining stock options have vested.

	/s/ Faisal Hasan, attorney-in-fact	09/03/2025
	** 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).
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

Who filed the Form 4 for DKNG and what is their role?

The filing was made by Dodge R. Stanton, who is the Chief Legal Officer of DraftKings Inc.

How many shares did the reporting person sell under the 10b5-1 plan?

The reporting person sold a total of 105,554 Class A shares (31,292 and 74,262) pursuant to a 10b5-1 plan.

Did the reporting person acquire any shares and how?

Yes. He received net shares from RSU vestings totaling 21,658 and acquired 97,593 shares by exercising stock options at a $2.95 strike price.

What were the weighted average sale prices reported?

The Form 4 reports weighted average sale prices of approximately $47.06 and $47.50 for the disclosed sales ranges.

What is the reporting person’s beneficial ownership after these transactions?

The filing shows beneficial ownership of 512,181 Class A common shares following the reported transactions.