Flutter Entertainment (NYSE: FLUT) files 8-K on major shareholding TR-1 notices

Rhea-AI Filing Summary

Flutter Entertainment plc filed a current report to share information about significant shareholdings in the company. On January 27, 2026, Flutter released two announcements through the London Regulatory News Service confirming that it had received notifications on Standard Form TR-1, which is the standard form used to report major holdings in a listed company’s shares under UK rules. These announcements are attached as Exhibits 99.1 and 99.2 and are incorporated by reference. The disclosures were made to comply with the United Kingdom Financial Conduct Authority’s Disclosure Guidance and Transparency Rules, which require public reporting when investors cross certain ownership thresholds in a company’s stock.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): January 27, 2026

Flutter Entertainment plc

(Exact Name of Registrant as Specified in its Charter)

Ireland		001-37403		98-1782229
(State or Other Jurisdiction of Incorporation)		(Commission File Number)		(IRS Employer Identification Number)
One Madison Avenue New York, New York				10010
(Address of Principal Executive Offices)				(Zip Code)

Registrant’s Telephone Number, Including Area Code: (646) 930-0950

Not Applicable

(Former Name or Former Address, if Changed Since Last Report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Ordinary Shares, nominal value of €0.09 per share		FLUT		New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 7.01 Regulation FD Disclosure.

On January 27, 2026, Flutter Entertainment plc (the “Company”) released, via the Regulatory News Service in London, two announcements (the “RNS Announcements”) regarding the submission to the Company of notifications on Standard Form TR-1 (Standard Form for Notification of Major Holdings), which are furnished as Exhibit 99.1 and 99.2 to this Form 8-K and are incorporated herein by reference. The RNS Announcements were made in order to comply with disclosure requirements pursuant to the United Kingdom Financial Conduct Authority’s Disclosure Guidance and Transparency Rules.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

Exhibit No.		Description
99.1		RNS Announcement dated January 27, 2026
99.2		RNS Announcement dated January 27, 2026
104		The cover page of this Current Report on Form 8-K, formatted in Inline XBRL

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

				Flutter Entertainment plc
				(Registrant)
Date: January 27, 2026				By:		/s/ Fiona Gildea
				Name:		Fiona Gildea
				Title:		Deputy Company Secretary and  Head of Governance

FAQ

What did Flutter Entertainment plc (FLUT) disclose in this 8-K?

Flutter Entertainment plc disclosed that it released two Regulatory News Service announcements on January 27, 2026 regarding notifications it received on Standard Form TR-1, which report major holdings in its shares. These announcements are furnished as Exhibits 99.1 and 99.2.

Why did Flutter Entertainment plc (FLUT) issue RNS announcements on January 27, 2026?

The RNS announcements were issued to comply with the United Kingdom Financial Conduct Authority’s Disclosure Guidance and Transparency Rules, which require disclosure when major shareholdings in the company are notified on Standard Form TR-1.

What are the exhibits included with Flutter Entertainment plc’s (FLUT) 8-K filing?

The 8-K includes Exhibit 99.1 and Exhibit 99.2, each described as an RNS Announcement dated January 27, 2026, as well as Exhibit 104, which is the cover page formatted in Inline XBRL.

Do the TR-1 notifications in Flutter Entertainment plc’s (FLUT) filing indicate major holdings changes?

The filing states that the company received Standard Form TR-1 notifications of major holdings and that related details are contained in the attached RNS Announcements (Exhibits 99.1 and 99.2). Specific holding details are contained in those exhibits.

Which exchange lists Flutter Entertainment plc (FLUT) ordinary shares?

The filing notes that Flutter Entertainment plc’s ordinary shares, with a nominal value of €0.09 per share, are listed on the New York Stock Exchange under the trading symbol FLUT.

Who signed this 8-K for Flutter Entertainment plc (FLUT)?

The report was signed on behalf of Flutter Entertainment plc by Fiona Gildea, who is identified as Deputy Company Secretary and Head of Governance, dated January 27, 2026.