Large Flutter (FLUT) holder adds swap on 846,685 shares to 2028

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 total return swap referencing 846,685 Flutter Entertainment common shares at a reference price of $112.0456 per share. The cash-settled swap is scheduled to terminate on March 2, 2028, and the transaction increases the referenced share exposure to 2,494,398 shares following this deal.

Under the swap, LBS Limited must pay the counterparty any decline in share price below the reference price and receives any increase above it, plus dividend-equivalent payments, while paying monthly interest based on SOFR. Mr. Dart may be deemed to beneficially own the reported securities through LBS Limited but disclaims beneficial ownership except to the extent of his pecuniary interest.

Insights

Equity derivatives and insider-transactions analyst

Large shareholder adds sizable economic long exposure via cash-settled swap.

A 10% owner–related entity, LBS Limited, entered a total return swap referencing 846,685 Flutter shares at $112.0456 per share, bringing its total referenced position to 2,494,398 shares. This is structured as a cash-settled derivative rather than direct share ownership.

At maturity on March 2, 2028, LBS Limited pays the counterparty any loss below the reference price and receives any gain above it, plus dividend-equivalent payments, while paying interest based on SOFR. This creates leveraged economic exposure without voting rights. Mr. Dart may be deemed a beneficial owner through LBS Limited but disclaims ownership beyond his pecuniary interest.

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

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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 E9 KY1-1206

(City) (State) (Zip)

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)

3. Date of Earliest Transaction (Month/Day/Year)
03/06/2026

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

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

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

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)	03/06/2026		P/K		846,685		03/02/2028	03/02/2028	Common Stock	846,685	$112.0456	2,494,398	I	See footnote(2)

Explanation of Responses:

1. The reference price for the Swap is $112.0456 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 Swap and direct "holder" of the "notional" shares. As owner of LBS 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	03/10/2026
	** 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.
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FAQ

What insider transaction did Flutter Entertainment (FLUT) report in this Form 4?

Flutter Entertainment reported that LBS Limited, an entity owned by Kenneth Bryan Dart, entered into a total return swap referencing 846,685 common shares at a reference price of $112.0456 per share, materially increasing its economic exposure to the stock.

Is the Kenneth Dart-related Flutter (FLUT) transaction a share purchase or a derivative?

The transaction is a total return swap, not a direct share purchase. LBS Limited gains economic exposure to 846,685 shares, settling the position in cash at maturity rather than taking delivery of Flutter shares or voting rights.

When does the Flutter (FLUT) total return swap tied to Kenneth Dart’s entity mature?

The total return swap referencing Flutter shares is scheduled to terminate on March 2, 2028. At that time, LBS Limited and the counterparty will cash-settle the difference between the market price and the reference price of $112.0456 per share.

How many Flutter (FLUT) shares are referenced after this total return swap?

After the reported transaction, the total number of Flutter common shares referenced by the swap position is 2,494,398. This figure reflects the aggregate notional share exposure tied to the total return swap held by LBS Limited, an entity owned by Kenneth Bryan Dart.

What cash flows does LBS Limited receive and pay under the Flutter (FLUT) swap?

Under the swap, LBS Limited pays monthly interest based on SOFR and any decline in share price below $112.0456. It receives from the counterparty any price increase above that level plus payments equal to dividends on the 846,685 referenced shares.

How is Kenneth Bryan Dart’s beneficial ownership in Flutter (FLUT) described for this swap?

LBS Limited is the direct party to the swap and holder of the notional shares. As owner of LBS Limited, Kenneth Bryan Dart may be deemed to beneficially own the reported securities but disclaims such beneficial ownership except to the extent of his pecuniary interest.