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Flutter (NYSE: FLUT) starts $250M fifth share repurchase tranche

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Flutter Entertainment plc is launching a new share buyback tranche of up to $250 million of ordinary shares on the New York Stock Exchange. This fifth tranche is part of its previously announced multi-year share repurchase program of up to $5 billion, and is scheduled to run from March 12, 2026 to no later than May 21, 2026. The stated purpose is to reduce Flutter’s share capital, with repurchased shares to be cancelled. Goldman Sachs & Co. LLC will execute the buyback under non-discretionary arrangements and will make trading decisions independently within pre-set parameters and applicable U.S. and U.K. market abuse and safe-harbor rules.

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Insights

Flutter opens a $250M buyback tranche as part of its larger $5B program.

Flutter Entertainment has mandated Goldman Sachs & Co. LLC to repurchase up to $250 million of ordinary shares on the NYSE between March 12, 2026 and May 21, 2026. Repurchased shares will be cancelled, directly reducing share count.

This tranche forms part of a multi-year share repurchase program of up to $5bn, adding clarity on the next phase of execution. The maximum number of shares that may be acquired is capped at 17,674,003 ordinary shares less those already bought under prior tranches since the June 5, 2025 AGM.

Transactions will follow Rule 10b5-1 and Rule 10b-18 under U.S. securities law and equivalent U.K. market abuse rules, with Goldman Sachs acting on a non-discretionary basis. Future tranches are left conditional on capital needs and market conditions, so the pace beyond this window will depend on subsequent decisions disclosed in later filings.

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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 11, 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 11, 2026, Flutter Entertainment plc (the “Company”) released, via the Regulatory News Service in London, an announcement (the “RNS Announcement”) regarding its share repurchase program, which is furnished as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference. This 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 11, 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 11, 2026     By:  

/s/ Fiona Gildea

    Name:   Fiona Gildea
    Title:   Deputy Company Secretary and Head of Governance

Exhibit 99.1

 

LOGO

FOR IMMEDIATE RELEASE

Flutter Entertainment plc announces launch of fifth tranche of share repurchase program

New York, March 11, 2026: Flutter Entertainment plc (“Flutter”) (NYSE:FLUT; LSE:FLTR), the world’s leading online sports betting and iGaming operator, announces that it has entered into non-discretionary arrangements with Goldman Sachs & Co. LLC to repurchase ordinary shares on Flutter’s behalf for an aggregate maximum consideration of up to $250 million on the New York Stock Exchange (the “Buyback”).

The Buyback will commence on March 12, 2026 on the New York Stock Exchange, and will end no later than May 21, 2026, being 10-weeks from the date of commencement. The purpose of the Buyback is to reduce the share capital of Flutter. This Buyback is the fifth tranche of the multi-year share repurchase program of up to $5bn announced on September 25, 2024.

Goldman Sachs & Co. LLC will conduct the Buyback on Flutter’s behalf and will make trading decisions under the Buyback independently of Flutter in accordance with certain pre-set parameters. The maximum number of ordinary shares which may be acquired pursuant to the Buyback is an aggregate of 17,674,003 ordinary shares less the total amount of ordinary shares acquired since June 5, 2025 (being the date of Flutter’s 2025 annual general meeting) as part of the second, third and fourth tranches of our share buyback program announced on March 4, 2025, May 8, 2025 and August 8, 2025, respectively.

The Buyback will be conducted within the parameters prescribed by (i) Rule 10b5-1 and Rule 10b-18 under the U.S. Securities Exchange Act of 1934, as amended and (ii) the EU Market Abuse Regulation (596/2014) and Commission Delegated Regulation (EU) 2016/1052 as such legislation forms part of law in the United Kingdom pursuant to the EU (Withdrawal) Act 2018 (as may be amended, extended and/or supplemented from time to time). The repurchased ordinary shares will be cancelled.

Any decision in relation to the amount and timing of any future buyback tranche will be based on an ongoing assessment of the capital needs of the business and general market conditions.

 

1


Forward-Looking Statements

This press release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, including with relation to our share repurchase program. These statements reflect our current expectations as to future events based on certain assumptions and include any statement that does not directly relate to any historical or current fact. In some cases, you can identify these forward-looking statements by the use of words such as “outlook”, “believe(s)”, ”expect(s)”, “potential”, “continue(s)”, “may”, “will”, “should”, “could”, “would”, “seek(s)”, “predict(s)”, “intend(s)”, “trends”, “plan(s)”, “estimate(s)”, “anticipates”, “projection”, “goal”, “target”, “aspire”, “will likely result”, and or the negative version of these words or other comparable words of a future or forward-looking nature. Such forward-looking statements are subject to various risks and uncertainties. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. Factors that could cause the Company’s results to differ materially from those described in the forward-looking statements can be found in Part I, “Item 1A. Risk Factors” of the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025 as filed with the Securities and Exchange Commission (SEC) and other periodic filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in the Company’s filings with the SEC. The Company undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.

 

2


About Flutter Entertainment plc

Flutter is the world’s leading online sports betting and iGaming operator, with leading positions in markets across the world, including the US. Our ambition is to leverage our significant scale and our challenger mindset to change our industry for the better. By Changing the Game, we believe we can deliver long-term growth while promoting a positive, sustainable future for all our stakeholders. We are well-placed to do so through the distinctive, global competitive advantages of the Flutter Edge, which gives our brands access to group-wide benefits to stay ahead of the competition, as well as our clear vision for sustainability through our Positive Impact Plan.

Flutter operates a diverse portfolio of leading online sports betting and iGaming brands including FanDuel, Sky Betting & Gaming, Sportsbet, PokerStars, Paddy Power, Sisal, tombola, Betfair, MaxBet, Junglee Games, Snaitech, BetNacional and Adjarabet.

To learn more about Flutter, please visit our website at www.flutter.com.

The person responsible for arranging release of this Announcement on behalf of Flutter is Edward Traynor, Company Secretary of Flutter.

Enquiries:

Investor Relations: Investor.relations@flutter.com

Media Relations: corporatecomms@flutter.com

Links:

Sign up to our RNS and SEC alerts here

Sign up to our Press Releases here

Follow Flutter Entertainment on LinkedIn or X

 

LOGO

 

3

FAQ

What did Flutter (FLUT) announce in this 8-K filing?

Flutter announced a new tranche of its share repurchase program, authorizing up to $250 million of ordinary share buybacks on the NYSE. The repurchased shares will be cancelled, forming part of its broader multi-year share repurchase program of up to $5 billion.

How large is Flutter’s new share buyback tranche in the March 2026 update?

The new buyback tranche authorizes repurchases of up to $250 million of Flutter’s ordinary shares. This fifth tranche sits within a larger multi-year share repurchase program of up to $5 billion, previously announced in September 2024.

What is the timeline for Flutter’s $250 million NYSE share repurchase?

The latest tranche will commence on March 12, 2026 and end no later than May 21, 2026. This 10-week window defines when Goldman Sachs & Co. LLC may repurchase Flutter’s ordinary shares on the New York Stock Exchange under pre-set parameters.

What is the purpose of Flutter’s fifth share repurchase tranche?

Flutter states that the purpose of the new share repurchase tranche is to reduce its share capital. All ordinary shares bought back under this $250 million program on the NYSE will be cancelled rather than held in treasury or reissued.

Who is executing Flutter’s $250 million share buyback on the NYSE?

Flutter has entered into non-discretionary arrangements with Goldman Sachs & Co. LLC to conduct the buyback. Goldman Sachs will independently make trading decisions within pre-set parameters and in compliance with Rule 10b5-1, Rule 10b-18, and relevant U.K. market abuse regulations.

How many shares may be repurchased under Flutter’s new tranche?

The maximum number of ordinary shares that may be acquired is 17,674,003 shares minus shares already repurchased since June 5, 2025 under prior tranches. This cap operates alongside the $250 million aggregate consideration limit for the current tranche.

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