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DraftKings (NASDAQ: DKNG) insider Liberman gets RSUs, gifts 400K shares

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

Rhea-AI Filing Summary

DraftKings director and officer Paul Liberman reported multiple equity transactions involving company stock and awards. Trusts associated with him exercised stock options for 400,000 shares of Class A Common Stock at an exercise price of $3.29 per share, with the aggregate exercise price and tax withholdings paid in cash. He also received an award of 531,208 restricted stock units on February 17, 2026, scheduled to vest quarterly over four years from March 1, 2026.

Earlier in the period, 51,464 RSUs vested, delivering Class A shares while 22,273 shares were withheld to cover taxes. In addition, there were bona fide gifts totaling 400,000 shares of Class A Common Stock to family trusts, with the filing noting no purchase or sale occurred in connection with those transfers. The report also updates direct and indirect holdings across several Liberman-related trusts.

Positive

  • None.

Negative

  • None.
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*
Liberman Paul

(Last) (First) (Middle)
C/O DRAFTKINGS INC.
222 BERKELEY STREET, FLOOR 5

(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)
02/13/2026
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 02/13/2026 A 51,464 A (1)(2) 271,110(3) D
Class A Common Stock 02/13/2026 F 22,273 D $21.76 248,837 D
Class A Common Stock 02/18/2026 G(4) 200,000 D $0 48,837 D
Class A Common Stock 02/18/2026 G(4) 200,000 A $0 200,000 I Held by the Rachel Nager Liberman 2015 Revocable Trust
Class A Common Stock 02/18/2026 M 400,000(5) A $3.29 1,669,955(3) I Held by the Paul Liberman 2015 Revocable Trust
Class A Common Stock 213,597 I Held by the Paul Liberman 2020 Irrevocable Trust
Class A Common Stock 200,000 I Held by the Rachel Nager Liberman Irrevocable Trust - 2022
Class A Common Stock 100,000 I Held by the Liberman Grantor Retained Annuity Trust of 2025
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) 02/17/2026 A 531,208 (6) (6) Class A Common Stock 531,208 $0 531,208 D
Stock Options $3.29 02/18/2026 M 400,000 (7) 05/03/2028 Class A Common Stock 400,000 $0 1,111,843 I Held by the Paul Liberman 2015 Revocable Trust
Explanation of Responses:
1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of the Issuer's Class A Common Stock.
2. Represents the vesting of the RSUs granted pursuant to the Issuer's 2020 Incentive Award Plan, which vested upon the achievement of certain performance goals. 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 51,464 shares of Class A Common Stock underlying the RSUs listed in Table I, and 22,273 shares of Class A Common Stock withheld by the Issuer.
3. Reflects the transfer of 588,074 shares of the Issuer's Class A Common Stock previously reported as directly held by the Reporting Person to the Paul Liberman 2015 Revocable Trust, a revocable trust of which the Reporting Person is the lifetime beneficiary and sole trustee. There was no purchase or sale of shares of Class A Common Stock in connection with the transfer.
4. Represents a bona fide gift of 200,000 shares of Class A Common Stock previously reported as directly held by the Reporting Person to the Rachel Nager Liberman 2015 Revocable Trust. There was no purchase or sale of shares of Class A Common Stock or stock options in connection with the transfer.
5. The Reporting Person acquired shares of Class A Common Stock of the Issuer upon the exercise of stock options and paid the aggregate exercise price and the tax withholdings in cash.
6. On February 17, 2026, the Reporting Person was granted 531,208 RSUs vesting quarterly over four (4) years from March 1, 2026.
7. These stock options were granted on May 3, 2018. As of the date hereof, all such remaining stock options have vested.
Remarks:
President, Operations
/s/ Faisal Hasan, attorney-in-fact 02/18/2026
** 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 transactions did Paul Liberman report in DraftKings (DKNG) stock?

Paul Liberman reported option exercises, RSU activity, and gifts. Trusts associated with him exercised options into 400,000 DraftKings Class A shares, RSUs vested and were granted, and a total of 400,000 shares were transferred as bona fide gifts to family trusts.

How many DraftKings options did Paul Liberman exercise in this Form 4?

Trusts associated with Paul Liberman exercised stock options for 400,000 DraftKings Class A shares. The options had an exercise price of $3.29 per share, and the filing states the aggregate exercise price and related tax withholdings were paid in cash rather than by selling or delivering additional shares.

What new restricted stock units did Paul Liberman receive from DraftKings (DKNG)?

On February 17, 2026, Paul Liberman was granted 531,208 restricted stock units. Each RSU represents one DraftKings Class A share and is scheduled to vest quarterly over four years starting March 1, 2026, subject to continued service and the company’s standard equity award terms.

Were any DraftKings shares sold by Paul Liberman in this Form 4?

The Form 4 does not report open-market sales but shows non-sale dispositions. These include bona fide gifts totaling 400,000 DraftKings Class A shares to family trusts, and 22,273 shares withheld by the issuer solely to satisfy tax obligations related to RSU vesting.

How were taxes handled on Paul Liberman’s DraftKings RSU vesting?

When 51,464 RSUs vested into DraftKings Class A shares, 22,273 shares were withheld. The filing explains these withheld shares went to the issuer to satisfy tax liabilities, while Liberman received the remaining shares, consistent with standard equity compensation tax-withholding practices.

What gifts of DraftKings (DKNG) shares did Paul Liberman make to family trusts?

The filing reports bona fide gifts of 200,000 DraftKings Class A shares previously held directly to the Rachel Nager Liberman 2015 Revocable Trust, along with another 200,000-share gift involving a related trust. It specifically notes there was no purchase or sale connected to these transfers.
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