DraftKings (DKNG) CFO nets stock from RSU vesting, holds 134,860 shares

Rhea-AI Filing Summary

DraftKings Inc. Chief Financial Officer Alan Wayne Ellingson reported automatic vesting of restricted stock units and related tax withholding. On February 1, 2026, 4,310 restricted stock units converted into 4,310 shares of Class A Common Stock at an exercise price of $0.

To cover withholding taxes, 1,494 of these shares were withheld by DraftKings at a price of $27.51 per share, so no open‑market sale occurred. Following these transactions, Ellingson directly holds 134,860 shares of Class A Common Stock and 38,792 restricted stock units.

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^*

Ellingson Alan Wayne

(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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/01/2026

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	02/01/2026		M		4,310	A	(1)	136,354	D
Class A Common Stock	02/01/2026		F		1,494	D	$27.51	134,860	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)	02/01/2026		M			4,310	(2)	(2)	Class A Common Stock	4,310	$0	38,792	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 4,310 shares of Class A Common Stock underlying the RSUs listed in Table II, and 1,494 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. On May 1, 2024, the Reporting Person was granted 68,963 RSUs vesting quarterly over four (4) years from May 1, 2024.

Remarks:

	/s/ Faisal Hasan, attorney-in-fact	02/03/2026
	** 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).
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FAQ

What did DraftKings (DKNG) CFO report in this Form 4 filing?

DraftKings Chief Financial Officer Alan Wayne Ellingson reported the vesting of 4,310 restricted stock units into Class A Common Stock and related tax withholding. The filing shows these were routine equity compensation events rather than discretionary open‑market stock purchases or sales.

How many DraftKings RSUs vested for the CFO on February 1, 2026?

On February 1, 2026, 4,310 restricted stock units vested for DraftKings CFO Alan Wayne Ellingson and converted into 4,310 shares of Class A Common Stock at an exercise price of $0. Each RSU represents a contingent right to receive one Class A share upon vesting.

Were any DraftKings shares sold by the CFO in the open market?

No open‑market sale occurred. Of the 4,310 newly delivered shares, 1,494 shares of Class A Common Stock were withheld by DraftKings solely to satisfy tax withholding obligations. The remaining shares were received by the CFO as part of his equity compensation vesting.

How many DraftKings shares does the CFO own after these transactions?

After the reported transactions, DraftKings CFO Alan Wayne Ellingson directly owns 134,860 shares of Class A Common Stock. He also holds 38,792 restricted stock units, which can convert into additional shares of Class A Common Stock as they vest over time under their original grant terms.

What is the background of the RSU grant reported by DraftKings’ CFO?

The RSUs vesting on February 1, 2026 come from a grant of 68,963 restricted stock units awarded on May 1, 2024. These RSUs vest quarterly over four years from May 1, 2024, providing ongoing equity-based compensation to DraftKings’ Chief Financial Officer as the vesting schedule progresses.

At what price were shares withheld to cover the CFO’s taxes?

To satisfy withholding taxes on the RSU vesting, 1,494 shares of DraftKings Class A Common Stock were withheld at a price of $27.51 per share. This tax withholding was done by DraftKings and did not involve a discretionary sale into the public market by the CFO.