Flutter (NYSE: FLUT) confirms 175,322,622 total voting rights

Rhea-AI Filing Summary

Flutter Entertainment plc filed a report to share updated information on its share capital and voting structure. The company stated that the total number of ordinary shares in issue as of February 28, 2026 was 175,322,622, each with a nominal value of €0.09 and carrying one vote per share.

This figure is important for shareholders because it is the denominator they should use when calculating whether they must notify the company and the UK Financial Conduct Authority about their shareholdings or any changes in their ownership under the UK Disclosure Guidance and Transparency Rules.

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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): March 2, 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 March 2, 2026, Flutter Entertainment plc released, via the Regulatory News Service in London, an announcement (the “RNS Announcement”) regarding its total voting rights, which is furnished as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference. The RNS Announcement was 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 March 2, 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: March 2, 2026				By:		/s/ Fiona Gildea
				Name:		Fiona Gildea
				Title:		Deputy Company Secretary and Head of Governance

Exhibit 99.1

New York, United States, March 2, 2026

Flutter Entertainment plc (the “Company”)

Total Voting Rights

In accordance with DTR 5.6.1 of the UK Financial Conduct Authority’s Disclosure Guidance and Transparency Rules (DTR), the Company confirms that the total number of ordinary shares in issue as at February 28, 2026 was 175,322,622 with a nominal value of €0.09 each, with each share carrying the right to one vote.

The figure which may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in the Company under the UK Financial Conduct Authority’s Disclosure Guidance and Transparency Rules, therefore is 175,322,622.

Edward Traynor

Company Secretary

Flutter Entertainment plc

FAQ

What total voting rights did Flutter (FLUT) report on February 28, 2026?

Flutter Entertainment reported 175,322,622 ordinary shares in issue as of February 28, 2026. Each share has a nominal value of €0.09 and carries one vote, forming the basis for shareholder voting power calculations.

Why did Flutter (FLUT) disclose its total number of shares and votes?

Flutter disclosed its total shares and votes to comply with UK FCA Disclosure Guidance and Transparency Rules. This helps investors determine when they must notify the company and regulators about their holdings or changes in their ownership levels.

How many votes does each Flutter (FLUT) ordinary share carry?

Each Flutter ordinary share carries one vote. With 175,322,622 ordinary shares in issue as of February 28, 2026, this structure directly defines shareholders’ voting power at company meetings and for regulatory disclosure thresholds.

What date is used for Flutter’s (FLUT) share count in this disclosure?

The share count is reported as at February 28, 2026. On that date, Flutter Entertainment confirmed 175,322,622 ordinary shares in issue, and this figure should be used as the denominator for ownership and notification calculations under UK transparency rules.

Which regulatory framework applies to Flutter’s (FLUT) total voting rights announcement?

The announcement was made under DTR 5.6.1 of the UK Financial Conduct Authority’s Disclosure Guidance and Transparency Rules. These rules require listed companies to update the market on total voting rights so investors can assess disclosure obligations accurately.

Filing Exhibits & Attachments

4 documents

Press Releases

• EX-99.1 EX-99.1 2.0 KB

Other Documents

• EX-101 XBRL TAXONOMY EXTENSION SCHEMA 2.8 KB
• EX-101 XBRL TAXONOMY EXTENSION LABEL LINKBASE 16.8 KB
• EX-101 XBRL TAXONOMY EXTENSION PRESENTATION LINKBASE 10.6 KB