Dart-linked entity adds total return swap in Flutter (FLUT) shares

Rhea-AI Filing Summary

DART KENNETH BRYAN reported open-market purchase transactions in this Form 4 filing.

LBS Limited, an entity owned by Kenneth Bryan Dart, entered into a cash-settled total return swap referencing 9,426 Flutter Entertainment plc common shares. The swap was priced at a reference level of $99.9971 per share and is scheduled to terminate on March 2, 2028. At maturity, one party will pay the other based on any change in Flutter’s share price relative to this reference price. During the term, Dart’s entity pays monthly interest based on SOFR and receives amounts equal to any dividends on the referenced shares. This trade increases Dart-associated exposure to Flutter to 17,130,927 notional shares while he disclaims beneficial ownership except to the extent of his pecuniary interest.

Insider Trade Summary

Net Buyer: 9,426 shares ($942,573)

Net Buy 1 txn

Insider DART KENNETH BRYAN

Role null

Bought 9,426 shs ($943K)

Type	Security	Shares	Price	Value
Purchase	Total Return Swap	9,426	$99.9971	$943K

Holdings After Transaction: Total Return Swap — 17,130,927 shares (Indirect, See footnote)

Footnotes (1)

1. The reference price for the Swap is $99.9971 per share. The Swap is scheduled to terminate on March 2, 2028, at which time the Swap will be cash-settled. Under the terms of the Swap, at maturity: (i)the Reporting Person will be obligated to pay to the counterparty any decrease in the market price of the referenced shares below the reference price, and (ii) the counterparty will be obligated to pay the Reporting Person any increase in the market price of the referenced shares above the reference price. The Swap requires the Reporting Person to pay monthly interest to the counterparty on the financing leg of the Swap at a rate based on SOFR. Additionally, the Reporting Person is entitled to receive payments from the counterparty equal to any dividends paid on the referenced shares during the term of the Swap. LBS Limited is the party to the reported transaction and direct "holder" of the "notional" shares. Lake Michigan Limited and LBS Limited were parties to previously reported swap transactions that provide an aggregate position in 17,121,501 "notional" shares. As owner of LBS Limited and Lake Michigan Limited, Mr. Dart may be deemed to beneficially own the reported securities but disclaims such beneficial ownership except to the extent of his pecuniary interest therein.

Key Figures

New swap notional size: 9,426 shares Reference price: $99.9971 per share Aggregate notional exposure: 17,130,927 shares +2 more

5 metrics

New swap notional size 9,426 shares Flutter common stock referenced by new total return swap

Reference price $99.9971 per share Price level used to settle the total return swap

Aggregate notional exposure 17,130,927 shares Dart-associated notional Flutter shares after the transaction

Swap maturity date March 2, 2028 Scheduled termination date when the swap is cash-settled

Underlying security Common Stock Flutter common shares referenced by the total return swap

Key Terms

Total Return Swap, reference price, cash-settled, SOFR, +1 more

5 terms

Total Return Swap financial

"security_title: "Total Return Swap" referencing Flutter common stock"

A total return swap is a private contract where one party pays the full economic performance of an asset (income plus price changes) to another party, while receiving a set payment such as a fixed rate or short-term interest in return. It matters to investors because it lets someone gain or shed exposure to an asset’s gains or losses without owning it, offering a way to borrow, hedge, or take leveraged positions while relying on the other party to make payments.

reference price financial

"The reference price for the Swap is $99.9971 per share."

cash-settled financial

"The Swap is scheduled to terminate on March 2, 2028, at which time the Swap will be cash-settled."

Cash-settled describes a financial contract that is resolved by paying the monetary difference between agreed and actual prices, instead of delivering the underlying asset. For investors, it matters because it simplifies trades—like settling a bet with cash rather than handing over the item—and affects liquidity, tax treatment, and counterparty exposure, since you receive or pay only the value change rather than owning or transferring the actual security or commodity.

SOFR financial

"The Swap requires the Reporting Person to pay monthly interest ... at a rate based on SOFR."

The Secured Overnight Financing Rate (SOFR) is a market benchmark that measures the cost of borrowing cash overnight using U.S. Treasury securities as collateral. Investors watch SOFR because it acts like a speedometer for short-term interest costs—affecting loan rates, bond yields and the pricing of interest-rate contracts—so movements change borrowing expenses, cash returns and the value of interest-sensitive investments.

notional shares financial

"LBS Limited is the party ... and direct "holder" of the "notional" shares."

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Form 4 Insider Transactions: What Each Field Means →

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

DART KENNETH BRYAN

(Last) (First) (Middle)

P. O. BOX 31300

(Street)

GRAND CAYMAN

(City) (State) (Zip)

CAYMAN ISLANDS

(Country)

2. Issuer Name and Ticker or Trading Symbol
Flutter Entertainment plc [ FLUT ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
06/18/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Total Return Swap	(1)	06/18/2026		P/K		9,426		03/02/2028	03/02/2028	Common Stock	9,426	$99.9971	17,130,927(2)	I	See footnote(2)

Explanation of Responses:

1. The reference price for the Swap is $99.9971 per share. The Swap is scheduled to terminate on March 2, 2028, at which time the Swap will be cash-settled. Under the terms of the Swap, at maturity: (i)the Reporting Person will be obligated to pay to the counterparty any decrease in the market price of the referenced shares below the reference price, and (ii) the counterparty will be obligated to pay the Reporting Person any increase in the market price of the referenced shares above the reference price. The Swap requires the Reporting Person to pay monthly interest to the counterparty on the financing leg of the Swap at a rate based on SOFR. Additionally, the Reporting Person is entitled to receive payments from the counterparty equal to any dividends paid on the referenced shares during the term of the Swap.

2. LBS Limited is the party to the reported transaction and direct "holder" of the "notional" shares. Lake Michigan Limited and LBS Limited were parties to previously reported swap transactions that provide an aggregate position in 17,121,501 "notional" shares. As owner of LBS Limited and Lake Michigan Limited, Mr. Dart may be deemed to beneficially own the reported securities but disclaims such beneficial ownership except to the extent of his pecuniary interest therein.

	/s/Kenneth B Dart	06/23/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Kenneth Bryan Dart’s entity do in this Flutter (FLUT) Form 4?

An entity owned by Kenneth Bryan Dart entered a cash-settled total return swap on 9,426 notional Flutter shares. The swap gives economic exposure to Flutter’s share price and dividends without direct share ownership, expanding an existing derivatives position.

What is the size of the new Flutter (FLUT) total return swap position?

The newly reported swap references 9,426 Flutter common shares at a reference price of $99.9971 per share. This is added to previously reported swaps, bringing the aggregate Dart-associated notional exposure to 17,130,927 Flutter shares following the transaction.

When does the new Flutter (FLUT) total return swap mature?

The total return swap referencing Flutter shares is scheduled to terminate on March 2, 2028. On that date, the parties will cash-settle based on the change in Flutter’s market price versus the $99.9971 reference price, with no physical share delivery described.

How are payments under the Flutter (FLUT) swap structured for Kenneth Dart’s entity?

Dart’s entity must pay monthly interest to the swap counterparty on the financing leg at a rate based on SOFR. In return, it is entitled to receive payments equal to any dividends paid on the referenced Flutter shares during the swap’s term.

Does Kenneth Bryan Dart directly hold the Flutter (FLUT) swap position?

The filing states LBS Limited is the direct party to the swap and holder of the notional shares. As owner of LBS Limited and Lake Michigan Limited, Mr. Dart may be deemed a beneficial owner but disclaims beneficial ownership except for his pecuniary interest.