DKNG Form 4: Jason Robins Reports RSU Vesting and Withholding at $47.98

Rhea-AI Filing Summary

Jason Robins, Chief Executive Officer and Chairman of DraftKings Inc. (DKNG), reported vesting and withholding transactions for restricted stock units (RSUs) on 09/01/2025. Three RSU grants vested, resulting in the issuance of 37,500, 16,404, and 14,008 shares (totaling 67,912 shares) that converted into Class A common stock. To satisfy withholding taxes, the issuer withheld 18,132, 7,932, and 6,773 shares (total 32,837 shares) which were reported as disposals at $47.98 per share for some withheld tranches. Following these transactions, the reporting person directly beneficially owned between 3,445,198 and 3,467,678 shares of Class A common stock depending on the row reported, and the filing also discloses that Mr. Robins is the sole holder of 393,013,951 shares of Class B common stock (not registered).

Positive

• 67,912 RSUs vested into Class A common stock, increasing direct economic ownership in the issuer
• Continued alignment of CEO compensation with company performance through multi-year RSU grants (2023, 2024, 2025)

Negative

• 32,837 shares were withheld by the issuer to satisfy tax withholding and reported as disposals (some at $47.98 per share)

Insights

Financial Analyst

TL;DR: CEO received vested RSUs totaling 67,912 shares; some shares were withheld for taxes, reported disposals at $47.98.

This Form 4 discloses standard equity compensation vesting and tax-withholding activity rather than active open-market selling by the CEO. The filing shows three RSU vesting events converting to Class A shares, with 32,837 shares withheld by the issuer to cover taxes, some reported at a price of $47.98 per share. The net effect is an increase in economic interest through newly issued shares offset by withholding; the CEO also retains a large, separate position in Class B shares (393,013,951) which are not registered. For an analyst, these transactions reflect routine compensation mechanics and not a change in strategic ownership.

Corporate Governance Expert

TL;DR: Transactions reflect routine RSU vesting and tax withholding by the issuer; no governance change or disposal signaling.

The report identifies the reporting person as both CEO and Chairman and documents vesting of previously granted RSUs from 2023, 2024, and 2025 grants. The withheld shares were surrendered to the issuer to satisfy tax obligations, a common administrative action. The filing includes the reporting person’s indirect holdings via a revocable trust and discloses a substantial unregistered Class B stake. There is no indication in this Form 4 of open-market sales, pledges, or transfers that would suggest governance shifts or liquidity events beyond compensation settlement.

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^*

Robins Jason

(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)
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		37,500	A	(1)	3,463,330	D
Class A Common Stock	09/01/2025		F		18,132	D	$47.98	3,445,198	D
Class A Common Stock	09/01/2025		M		16,404	A	(2)	3,461,602	D
Class A Common Stock	09/01/2025		F		7,932	D	$47.98	3,453,670	D
Class A Common Stock	09/01/2025		M		14,008	A	(3)	3,467,678	D
Class A Common Stock	09/01/2025		F		6,773	D	$47.98	3,460,905	D
Class A Common Stock								90	I	Held by Jason Robins Revocable Trust u/d/t January 8, 2014

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			37,500	(4)	(4)	Class A Common Stock	37,500	$0.00	225,000	D
Restricted Stock Units	(2)	09/01/2025		M			16,404	(5)	(5)	Class A Common Stock	16,404	$0.00	164,042	D
Restricted Stock Units	(3)	09/01/2025		M			14,008	(6)	(6)	Class A Common Stock	14,008	$0.00	196,117	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 37,500 shares of Class A Common Stock underlying the RSUs listed in Table II, and 18,132 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 16,404 shares of Class A Common Stock underlying the RSUs listed in Table II, and 7,932 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 14,008 shares of Class A Common Stock underlying the RSUs listed in Table II, and 6,773 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. On February 13, 2023, the Reporting Person was granted 600,000 RSUs vesting quarterly over four (4) years from March 1, 2023.

5. On February 12, 2024, the Reporting Person was granted 262,467 RSUs vesting quarterly over four (4) years from March 1, 2024.

6. On February 10, 2025, the Reporting Person was granted 224,133 RSUs vesting quarterly over four (4) years from March 1, 2025.

Remarks:

Chief Executive Officer and Chairman of the Board. In addition, Jason Robins is the sole holder of 393,013,951 shares of Class B Common Stock of the Issuer, which are not registered securities.

	/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.
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FAQ

What transactions did Jason Robins report on Form 4 for DKNG?

The Form 4 reports the vesting of 37,500, 16,404, and 14,008 RSUs on 09/01/2025 and corresponding withholding disposals of 18,132, 7,932, and 6,773 shares.

How many RSU shares vested in total for DKNG insider Jason Robins?

A total of 67,912 RSU shares vested and converted into Class A common stock on the reported date.

At what price were shares withheld to cover taxes reported?

The filing reports withholding disposals at a price of $47.98 per share for the indicated tranches.

How many Class B shares does Jason Robins hold according to the filing?

The filing states he is the sole holder of 393,013,951 shares of Class B common stock (not registered).

Did the Form 4 disclose any open-market sales by Jason Robins?

No open-market sales are disclosed; reported disposals were share withholdings by the issuer to satisfy taxes.