Flutter (NYSE: FLUT) confirms 174,400,428 voting shares outstanding for FCA disclosures

Rhea-AI Filing Summary

Flutter Entertainment plc filed an update on its share capital and voting base. The company confirmed that the total number of ordinary shares in issue as at March 31, 2026 was 174,400,428, each with a nominal value of €0.09 and carrying one vote per share. This total voting rights figure is the denominator shareholders must use when calculating whether they need to disclose their shareholdings or changes in their holdings under the UK Financial Conduct Authority’s Disclosure Guidance and Transparency Rules.

8-K Event Classification

2 items: 7.01, 9.01

2 items

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, and exhibit attachments filed with this report.

Key Figures

Total ordinary shares in issue: 174,400,428 shares Nominal value per share: €0.09 per share Disclosure rule reference: DTR 5.6.1 +1 more

4 metrics

Total ordinary shares in issue 174,400,428 shares As at March 31, 2026; each carries one vote

Nominal value per share €0.09 per share Ordinary shares referenced in total voting rights

Disclosure rule reference DTR 5.6.1 UK FCA Disclosure Guidance and Transparency Rules

Voting rights denominator 174,400,428 Figure for shareholders’ disclosure calculations under FCA rules

Key Terms

Total Voting Rights, Disclosure Guidance and Transparency Rules, DTR 5.6.1, ordinary shares

4 terms

Total Voting Rights financial

"Flutter Entertainment plc (the “Company”) Total Voting Rights"

The total voting rights number is the count of shares that carry the right to vote at a company’s shareholder meetings, reflecting how much voting power exists in the market. Investors use it to understand control and influence—like knowing how many votes are in play when measuring ownership stakes, calculating a shareholder’s voting percentage, or assessing how easy it would be for a holder to sway decisions.

Disclosure Guidance and Transparency Rules regulatory

"under the UK Financial Conduct Authority’s Disclosure Guidance and Transparency Rules"

Disclosure guidance and transparency rules are the standards and regulations that require companies to share clear, timely information about their finances, risks, operations and material events. They matter to investors because consistent, honest reporting is like a car’s dashboard — it reveals the data you need to judge safety and performance and make informed buying or selling decisions. Strong disclosure reduces surprises and helps keep markets fair and efficient.

DTR 5.6.1 regulatory

"In accordance with DTR 5.6.1 of the UK Financial Conduct Authority’s"

ordinary shares financial

"the total number of ordinary shares in issue as at March 31, 2026 was 174,400,428"

Ordinary shares are a type of ownership stake in a company, giving shareholders a right to participate in the company’s profits and decision-making through voting. They are similar to owning a piece of a business, and their value can rise or fall based on the company's performance. Investors buy ordinary shares to potentially earn dividends and benefit from the company's growth over time.

Understanding 8-K Material Events →

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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): April 1, 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 April 1, 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 April 1, 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: April 1, 2026				By:		/s/ Fiona Gildea
				Name:		Fiona Gildea
				Title:		Deputy Company Secretary and Head of Governance

Exhibit 99.1

New York, United States, April 1, 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 March 31, 2026 was 174,400,428 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 174,400,428.

Edward Traynor

Company Secretary

Flutter Entertainment plc

FAQ

What total voting rights did Flutter (FLUT) report as of March 31, 2026?

Flutter reported 174,400,428 ordinary shares in issue as of March 31, 2026. Each share has a nominal value of €0.09 and carries one vote, forming the company’s total voting rights base.

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

Each Flutter ordinary share carries one vote. With 174,400,428 ordinary shares in issue at March 31, 2026, shareholders can use this figure to assess their percentage voting interest in the company.

Why did Flutter (FLUT) publish a total voting rights announcement?

Flutter published the total voting rights figure to comply with DTR 5.6.1 of the UK Financial Conduct Authority’s rules. This disclosure helps investors determine when they must notify significant shareholdings or changes in holdings.

What nominal value do Flutter (FLUT) shares have according to this filing?

Flutter’s ordinary shares have a nominal value of €0.09 each. There were 174,400,428 such shares in issue as of March 31, 2026, all carrying one vote per share under the company’s capital structure.

How should Flutter (FLUT) shareholders use the 174,400,428 figure?

Shareholders should use 174,400,428 as the denominator when calculating their percentage interest in Flutter. This helps determine whether they must notify holdings or changes under UK Disclosure Guidance and Transparency Rules.

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 10.5 KB