[Form 4] DraftKings Inc. Insider Trading Activity

Rhea-AI Filing Summary

DraftKings Inc. insider enters large prepaid variable forward sale contract. A DraftKings North America president entered into a prepaid variable forward sale on 1,391,574 shares of Class A Common Stock, receiving a cash payment of $27,106,330.79 by November 25, 2025. The contract obligates delivery of up to the same number of shares after November 17, 2028, with the final share amount tied to the stock price at maturity using a floor of $22.02 and a cap of $48.59. The insider pledged 1,391,574 shares as collateral, retaining voting rights but passing through dividend economics to the buyer during the pledge. Before this transaction, he terminated a Rule 10b5-1 trading plan that had provided for the sale of up to 1,260,000 shares.

Insights

Securities law and insider-transactions analyst

DraftKings executive monetizes 1.39M shares via prepaid variable forward without immediate share sale.

The reporting person, a senior DraftKings North America executive and director, entered a prepaid variable forward contract on 1,391,574 Class A shares. He receives an upfront cash payment of $27,106,330.79, while committing to deliver up to the same 1,391,574-share base amount after the November 17, 2028 maturity date. The pledged shares secure his obligations, and he keeps voting rights but passes dividend economics to the buyer during the term.

The number of shares ultimately delivered depends on the stock price at maturity. If the settlement price is between a floor of $22.02 and a cap of $48.59, delivery scales using the floor divided by the settlement price. Above the cap, a different ratio based on the floor and the excess over the cap applies; at or below the floor, the full base amount is delivered. This structure monetizes equity while deferring when, and how many, shares are ultimately transferred.

The remarks note he terminated a previously adopted Rule 10b5-1 plan that had provided for sales of up to 1,260,000 shares before executing this new arrangement. That change concentrates his liquidity strategy into the forward contract, and future impact will depend on DraftKings’ share price at and after the 2028 maturity.

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).

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 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)
11/24/2025

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

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
Forward Sale Contract (obligation to sell)	(1)(2)(3)	11/24/2025		J/K(1)(2)(3)		1,391,574		(1)(2)(3)	(1)(2)(3)	Class A Common Stock	1,391,574	(1)(2)(3)	1,391,574	D

Explanation of Responses:

1. On November 24, 2025, the Reporting Person entered into a prepaid variable forward sale contract with an unaffiliated third party buyer. The contract obligates the Reporting Person to deliver to the buyer up to an aggregate 1,391,574 shares (the "Base Amount") of the Issuer's Class A Common Stock on a settlement date following November 17, 2028 (the "Maturity Date"). In exchange for assuming this obligation, the Reporting Person will receive a cash payment of $27,106,330.79 by November 25, 2025. The Reporting Person pledged 1,391,574 shares of the Issuer's Class A Common Stock (the "Pledged Shares") to secure his obligations under the contract, and retained voting rights in the Pledged Shares during the term of the pledge, but is obligated to pay to the buyer the economic benefits of dividends during the term of the pledge.

2. The number of shares of the Issuer's Class A Common Stock to be delivered by the Reporting Person to the buyer on the settlement date is to be generally determined as follows: (a) if the closing price of shares of the Issuer's Class A Common Stock on the Maturity Date (the "Settlement Price") is less than $48.59 ("Cap Level") but greater than $22.02 ("Floor Level"), the Reporting Person will 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 3 to this Form 4)

3. (Continued from footnote 2 to this Form 4) (b) if the Settlement Price is equal to or greater than the Cap Level on the Maturity Date, the Reporting Person will 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 is equal to or less than the Floor Level on the Maturity Date, the Reporting Person will deliver a number of shares of the Issuer's Class A Common Stock equal to the Base Amount.

Remarks:

President, DraftKings North America. Prior to executing the reported transaction, the Reporting Person terminated a previously disclosed Rule 10b5-1 trading arrangement that he had adopted on September 9, 2025, and that provided for the sale of up to 1,260,000 shares of the Company's Class A Common Stock.

	/s/ Faisal Hasan, attorney-in-fact	11/24/2025
	** 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

What insider transaction did DraftKings (DKNG) report in this Form 4?

The filing reports that a DraftKings North America president and director entered into a prepaid variable forward sale contract on 1,391,574 shares of DraftKings Class A Common Stock with an unaffiliated third-party buyer.

How much cash does the DraftKings insider receive from the prepaid forward contract?

In exchange for the delivery obligation, the reporting person will receive a cash payment of $27,106,330.79 by November 25, 2025.

How many DraftKings (DKNG) shares are subject to the prepaid variable forward?

The contract covers up to an aggregate 1,391,574 shares of DraftKings Class A Common Stock, referred to as the Base Amount, which are also pledged as collateral.

When will the DraftKings insider have to deliver shares under the forward sale?

The reporting person must deliver shares on a settlement date following November 17, 2028, which is defined as the Maturity Date in the contract.

How is the number of DraftKings shares to be delivered under the contract determined?

The number of shares delivered depends on the stock price on the Maturity Date. It uses a floor price of $22.02 and a cap price of $48.59, with different formulas applying if the settlement price is between, above, or at/below those levels.

Does the DraftKings insider retain voting rights on the pledged shares?

Yes. The reporting person pledged 1,391,574 shares as collateral and retained voting rights during the term of the pledge, while being obligated to pay the buyer the economic benefits of dividends.

What happened to the DraftKings insiders prior Rule 10b5-1 trading plan?

The remarks state that, before this transaction, the reporting person terminated a previously disclosed Rule 10b5-1 arrangement adopted on September 9, 2025 that had provided for the sale of up to 1,260,000 shares of Class A Common Stock.