DraftKings (DKNG) director takes 691-share RSU award in lieu of cash

Rhea-AI Filing Summary

DraftKings Inc. director Marni M. Walden reported equity-based compensation rather than a cash retainer. On February 10, 2026, Walden received a grant of 691 restricted stock units, issued in lieu of a quarterly cash retainer. Each unit represents one share of DraftKings Class A Common Stock and the units were granted and became fully vested on the same date. Their vesting and exercise resulted in 691 shares of Class A Common Stock at no cash cost and did not involve any transfer or sale of shares. Following these transactions, Walden directly beneficially owns 192,495 shares of Class A Common Stock.

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

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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^*

WALDEN MARNI M

(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		691	A	(1)	192,495	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)(2)	02/10/2026		A		691(3)		(4)	(4)	Class A Common Stock	691	$0	691	D
Restricted Stock Units	(1)(2)	02/10/2026		M			691(3)	(4)	(4)	Class A Common Stock	691	$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.
* 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 transaction did DraftKings (DKNG) director Marni Walden report?

Marni Walden reported an equity compensation transaction involving 691 restricted stock units. These units vested and converted into 691 shares of DraftKings Class A Common Stock at no cash cost on February 10, 2026, increasing her direct share holdings.

Did Marni Walden buy or sell DraftKings (DKNG) shares in this Form 4?

No open-market purchase or sale occurred in this Form 4. The filing shows restricted stock units vesting and converting into 691 shares of Class A Common Stock, with footnotes clarifying that no shares were transferred or sold upon vesting.

How many DraftKings (DKNG) shares does Marni Walden hold after the reported transactions?

After the reported equity grant and RSU conversion, Marni Walden directly beneficially owns 192,495 shares of DraftKings Class A Common Stock. This figure reflects her holdings following the issuance of 691 shares from vested restricted stock units reported in the filing.

What are the key details of the restricted stock units granted to Marni Walden at DraftKings (DKNG)?

Marni Walden received 691 restricted stock units on February 10, 2026, issued in lieu of a quarterly cash retainer. Each RSU represents a right to one DraftKings Class A share and the units were granted and became fully vested on the same date.

Why were Marni Walden’s DraftKings (DKNG) RSUs granted according to the Form 4 footnotes?

The footnotes state the 691 restricted stock units granted to Marni Walden represent an award issued in lieu of a quarterly cash retainer. This means she was compensated with fully vested equity instead of receiving that portion of director compensation in cash.

What transaction codes appear in Marni Walden’s DraftKings (DKNG) Form 4 and what do they mean?

The Form 4 shows code A for the grant of 691 restricted stock units and code M for the derivative conversion into 691 Class A shares. These codes indicate an equity award and the exercise of derivative securities, not an open-market purchase or sale.