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DraftKings director settles 875K-share forward

A DraftKings director settled a prepaid variable forward, delivering 864,880 shares and retaining over 5.6 million shares directly.

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

DraftKings Inc. (symbol: DKNG) is the issuer of record for a Form 4 filing submitted to the SEC. Kalish Matthew reported disposition transactions in this Form 4 filing.

DraftKings Inc. (DKNG) director Matthew Kalish reported the maturity and physical settlement of a prepaid variable forward sale contract tied to up to 875,000 shares of DraftKings Class A common stock. On September 2, 2026, he delivered 864,880 shares to the unaffiliated counterparty and received 10,120 shares back, leaving 5,634,845 shares held directly plus additional shares held through family trusts.

Positive

  • None.

Negative

  • None.
Insider Kalish Matthew
Role Director
Type Security Shares Price Value
Other Forward Sale Contract (obligation to sell) F1, F2, F3, F4, F5 875,000 $0.00 $0.00
Other Class A Common Stock F1, F2, F3, F4 864,880 -- --
holding Class A Common Stock -- -- --
holding Class A Common Stock -- -- --
Holdings After Transaction: Forward Sale Contract (obligation to sell) — 0 contracts (Direct); Class A Common Stock — 5,634,845 shares (Direct); Class A Common Stock — 196,309 shares (Indirect, Held by Kalish Family 2020 Irrevocable Trusts); Class A Common Stock — 2,938 shares (Indirect, Held by Matthew P. Kalish 2020 Trust)
Footnotes (5)
  1. F1. On September 2, 2026, the Reporting Person physically settled at maturity under its existing terms a prepaid variable forward sale contract entered into on September 12, 2023 (the "2023 Contract") with an unaffiliated third-party buyer. The 2023 Contract obligated the Reporting Person to deliver to the buyer up to an aggregate of 875,000 shares (the "Base Amount") of the Issuer's Class A Common Stock (or, at the Reporting Person's election, an equivalent amount of cash based on the market price of the Issuer's Class A Common Stock) following the maturity date of September 2, 2026 (the "Maturity Date").
  2. F2. On the Maturity Date, the Settlement Price (as defined in footnote 3 to this Form 4) was $24.21. Accordingly, the Reporting Person transferred to the buyer 864,880 of the Pledged Shares (as defined in footnote 5 to this Form 4). The remaining 10,120 Pledged Shares were returned to the Reporting Person by the buyer.
  3. F3. The 2023 Contract provided that the number of shares of the Issuer's Class A Common Stock to be delivered to the buyer on the second business day immediately following the Maturity Date would be determined as follows: (a) if the closing price of shares of the Issuer's Class A Common Stock on Maturity Date (the "Settlement Price") was less than $48.55 (the "Cap Level") but greater than $23.93 (the "Floor Level"), the Reporting Person would deliver a number of shares of the Issuer's Class A Common Stock equal to the Base Amount multiplied by a ratio equal to the Floor Level divided by the Settlement Price; (continued on footnote 4 to this Form 4)
  4. F4. (Continued from footnote 3 to this Form 4) (b) if the Settlement Price was equal to or greater than the Cap Level on the Maturity Date, the Reporting Person would deliver a number of shares of the Issuer's Class A Common Stock equal to the Base Amount multiplied by a ratio equal to a fraction with a numerator equal to the sum of (A) the Floor Level and (B) the excess, if any, of the Settlement Price over the Cap Level, and a denominator equal to the Settlement Price; and (c) if the Settlement Price was equal to or less than the Floor Level on the Maturity Date, the Reporting Person would deliver a number of shares of the Issuer's Class A Common Stock equal to the Base Amount.
  5. F5. In exchange for entering into the 2023 Contract and assuming the obligations thereunder, the Reporting Person received a cash payment of $18,718,918 on September 14, 2023, and no additional consideration was paid at settlement. The Reporting Person pledged 875,000 shares of the Issuer's Class A Common Stock (the "Pledged Shares") to secure the Reporting Person's obligations under the 2023 Contract, and retained voting rights in the Pledged Shares during the term of the pledge, but was obligated to pay to the buyer the economic benefits of dividends during the term of the pledge.
Shares delivered at settlement 864,880 shares Class A common stock transferred on September 2, 2026 under the prepaid variable forward
Pledged Base Amount 875,000 shares Shares of DraftKings Class A common stock pledged under the 2023 forward contract
Shares returned 10,120 shares Pledged shares returned to the reporting person at settlement
Direct holdings after transaction 5,634,845 shares DraftKings Class A common stock held directly by the reporting person after settlement
Indirect trust holdings 196,309 shares Held by Kalish Family 2020 Irrevocable Trusts
Additional trust holdings 2,938 shares Held by Matthew P. Kalish 2020 Trust
Cash received upon entering contract $18,718,918 Payment received on September 14, 2023 for entering the prepaid variable forward contract
Settlement Price $24.21 per share Closing price of DraftKings Class A common stock on the maturity date used to determine share delivery
prepaid variable forward sale contract financial
"physically settled at maturity under its existing terms a prepaid variable forward"
Settlement Price financial
"On the Maturity Date, the Settlement Price ... was $24.21."
Cap Level financial
"if the closing price ... was equal to or greater than the Cap Level"
Floor Level financial
"if the closing price ... was less than $48.55 (the "Cap Level") but greater than $23.93 (the "Floor Level")"
Pledged Shares financial
"The Reporting Person pledged 875,000 shares ... (the "Pledged Shares")"

FAQ

What did DraftKings (DKNG) director Matthew Kalish report in this Form 4?
He reported the maturity and physical settlement of a prepaid variable forward sale contract on DraftKings Class A common stock, resulting in delivery of 864,880 shares to an unaffiliated buyer and the return of 10,120 pledged shares on September 2, 2026.

How many DraftKings (DKNG) shares were subject to the forward sale contract?
The contract covered a Base Amount of 875,000 shares of DraftKings Class A common stock, which were pledged as collateral. At settlement, 864,880 of those pledged shares were transferred to the buyer and 10,120 were returned to the reporting person.

What price determined the share delivery under the DraftKings (DKNG) forward contract?
The number of shares delivered was based on a Settlement Price of $24.21 per share on the maturity date, compared against a Floor Level of $23.93 and a Cap Level of $48.55, using formulas specified in the contract’s terms.

How many DraftKings (DKNG) shares does Matthew Kalish hold directly after this transaction?
After settlement, Matthew Kalish directly holds 5,634,845 shares of DraftKings Class A common stock. He also has indirect holdings of 196,309 shares through Kalish Family 2020 Irrevocable Trusts and 2,938 shares through the Matthew P. Kalish 2020 Trust.

Did Matthew Kalish receive cash in connection with the DraftKings (DKNG) forward contract?
Yes. In exchange for entering into the 2023 prepaid variable forward contract and assuming its obligations, he received a cash payment of $18,718,918 on September 14, 2023. The filing states that no additional consideration was paid at settlement in 2026.

Was the DraftKings (DKNG) forward contract tied to a Rule 10b5-1 trading plan?
The filing’s Rule 10b5-1 checkbox is not marked, and the footnotes do not describe a Rule 10b5-1 trading plan, so the transactions are reported without being identified as executed under such a plan.

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SEC Form 4
FORM 4UNITED 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 MASSACHUSETTS 02116
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
DraftKings Inc. [ DKNG ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
09/02/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Class A Common Stock09/02/2026J/K864,880(1)(2)D(2)(3)(4)5,634,845D
Class A Common Stock196,309IHeld by Kalish Family 2020 Irrevocable Trusts
Class A Common Stock2,938IHeld 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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Forward Sale Contract (obligation to sell)(1)(2)(3)(4)(5)09/02/2026J/K(1)(2)(3)(4)(5)875,00009/02/202609/02/2026Class A Common Stock875,000$00(2)D
Explanation of Responses:
1. On September 2, 2026, the Reporting Person physically settled at maturity under its existing terms a prepaid variable forward sale contract entered into on September 12, 2023 (the "2023 Contract") with an unaffiliated third-party buyer. The 2023 Contract obligated the Reporting Person to deliver to the buyer up to an aggregate of 875,000 shares (the "Base Amount") of the Issuer's Class A Common Stock (or, at the Reporting Person's election, an equivalent amount of cash based on the market price of the Issuer's Class A Common Stock) following the maturity date of September 2, 2026 (the "Maturity Date").
2. On the Maturity Date, the Settlement Price (as defined in footnote 3 to this Form 4) was $24.21. Accordingly, the Reporting Person transferred to the buyer 864,880 of the Pledged Shares (as defined in footnote 5 to this Form 4). The remaining 10,120 Pledged Shares were returned to the Reporting Person by the buyer.
3. The 2023 Contract provided that the number of shares of the Issuer's Class A Common Stock to be delivered to the buyer on the second business day immediately following the Maturity Date would be determined as follows: (a) if the closing price of shares of the Issuer's Class A Common Stock on Maturity Date (the "Settlement Price") was less than $48.55 (the "Cap Level") but greater than $23.93 (the "Floor Level"), the Reporting Person would deliver a number of shares of the Issuer's Class A Common Stock equal to the Base Amount multiplied by a ratio equal to the Floor Level divided by the Settlement Price; (continued on footnote 4 to this Form 4)
4. (Continued from footnote 3 to this Form 4) (b) if the Settlement Price was equal to or greater than the Cap Level on the Maturity Date, the Reporting Person would deliver a number of shares of the Issuer's Class A Common Stock equal to the Base Amount multiplied by a ratio equal to a fraction with a numerator equal to the sum of (A) the Floor Level and (B) the excess, if any, of the Settlement Price over the Cap Level, and a denominator equal to the Settlement Price; and (c) if the Settlement Price was equal to or less than the Floor Level on the Maturity Date, the Reporting Person would deliver a number of shares of the Issuer's Class A Common Stock equal to the Base Amount.
5. In exchange for entering into the 2023 Contract and assuming the obligations thereunder, the Reporting Person received a cash payment of $18,718,918 on September 14, 2023, and no additional consideration was paid at settlement. The Reporting Person pledged 875,000 shares of the Issuer's Class A Common Stock (the "Pledged Shares") to secure the Reporting Person's obligations under the 2023 Contract, and retained voting rights in the Pledged Shares during the term of the pledge, but was obligated to pay to the buyer the economic benefits of dividends during the term of the pledge.
Remarks:
/s/ Faisal Hasan, attorney-in-fact09/03/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR