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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)
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Ireland
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001-37403
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98-1782229
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(State or Other Jurisdiction of Incorporation) |
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(Commission File Number) |
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(IRS Employer Identification Number) |
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| One Madison Avenue New York, New York
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10010 |
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(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.):
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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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:
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| Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
| Ordinary Shares, nominal value of €0.09 per share |
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FLUT |
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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.
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Financial Statements and Exhibits. |
(d) Exhibits
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| Exhibit No. |
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Description |
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| 99.1 |
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RNS Announcement dated March 11, 2026 |
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| 104 |
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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.
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Flutter Entertainment plc |
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(Registrant) |
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| Date: March 11, 2026 |
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By: |
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/s/ Fiona Gildea |
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Name: |
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Fiona Gildea |
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Title: |
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Deputy Company Secretary and Head of Governance |
Exhibit 99.1
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.
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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.
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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
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