STOCK TITAN

LBS Limited, tied to Dart, takes total return swap in Flutter (FLUT)

Filing Impact
(Very High)
Filing Sentiment
(Very Positive)
Form Type
4

Rhea-AI Filing Summary

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

LBS Limited, an entity owned by 10% owner Kenneth Bryan Dart, entered into a total return swap referencing 362,003 Flutter Entertainment plc shares at a reference price of $113.2731 per share. The swap is scheduled to terminate on March 2, 2028 and will be cash-settled at maturity.

At maturity, Dart’s entity must pay the counterparty any decrease in the market price below the reference price, while receiving any increase above it. Throughout the term, the entity pays monthly interest based on SOFR and is entitled to payments equal to any dividends on the referenced shares. Dart may be deemed to beneficially own the position through LBS Limited but disclaims beneficial ownership except to the extent of his pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider DART KENNETH BRYAN
Role 10% Owner
Bought 362,003 shs ($41.01M)
Type Security Shares Price Value
Purchase Total Return Swap 362,003 $113.2731 $41.01M
Holdings After Transaction: Total Return Swap — 1,647,713 shares (Indirect, See footnote)
Footnotes (1)
  1. The reference price for the Swap is $113.2731 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 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.
See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
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 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)
03/05/2026
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) 03/05/2026 P/K 362,003 03/02/2028 03/02/2028 Common Stock 362,003 $113.2731 1,647,713 I See footnote(2)
Explanation of Responses:
1. The reference price for the Swap is $113.2731 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 03/09/2026
** 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.

FAQ

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

An entity owned by Kenneth Dart, LBS Limited, entered a total return swap referencing 362,003 Flutter Entertainment shares. The position is a derivative exposure, cash-settled at maturity, rather than a direct share purchase, and is reported due to Dart’s 10% owner status.

How large is the total return swap position reported for Flutter (FLUT)?

The total return swap references 362,003 Flutter Entertainment shares at a reference price of $113.2731 per share. This defines the notional exposure size for gains and losses, which will be settled in cash at the swap’s maturity rather than via physical share delivery.

When does the reported Flutter (FLUT) total return swap mature and how is it settled?

The swap is scheduled to terminate on March 2, 2028 and will be cash-settled at maturity. Any change in Flutter’s share price versus the $113.2731 reference price determines which side owes cash, without requiring actual share transfers between the parties.

Who is the direct party to the Flutter (FLUT) total return swap transaction?

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

What cash flows occur during the term of the Flutter (FLUT) swap position?

During the swap’s term, the reporting party pays monthly interest to the counterparty on the financing leg at a SOFR-based rate. In return, the reporting party is entitled to receive payments equal to any dividends paid on the referenced Flutter shares over the life of the swap.

How does the Form 4 describe Kenneth Dart’s beneficial ownership of this Flutter (FLUT) swap?

The filing notes Dart may be deemed to beneficially own the securities through his ownership of LBS Limited, which holds the swap. However, he expressly disclaims beneficial ownership of the reported securities except to the extent of his pecuniary, or economic, interest in the position.