Kenneth Dart (FLUT) boosts exposure via 50K-share total return swap

Rhea-AI Filing Summary

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

Flutter Entertainment plc insider Kenneth Bryan Dart, through affiliated entity LBS Limited, entered into a cash-settled total return swap referencing 50,000 notional common shares at a reference price of $99.9430 per share. The swap matures on March 2, 2028, with Dart obligated to pay the counterparty for any price decrease below the reference price and entitled to receive any price increase above it, plus dividend-equivalent payments, while paying monthly interest based on SOFR.

Insights

Derivatives and insider transactions analyst

Insider increases synthetic exposure via a modest total return swap.

The filing shows an affiliated entity of Kenneth Bryan Dart entered a total return swap on 50,000 notional Flutter shares at a reference price of $99.9430 per share, maturing on March 2, 2028. This is a cash-settled derivative, not a direct share purchase.

Economically, Dart gains upside or downside linked to the share price and receives dividend-equivalent payments, while paying SOFR-based financing costs. Given the scale relative to his broader reported synthetic position and the lack of ownership or control changes, the event appears routine rather than thesis-changing.

Insider Trade Summary

Net Buyer: 50,000 shares ($4,997,150)

Net Buy 1 txn

Insider DART KENNETH BRYAN

Role null

Bought 50,000 shs ($5.00M)

Type	Security	Shares	Price	Value
Purchase	Total Return Swap	50,000	$99.943	$5.00M

Holdings After Transaction: Total Return Swap — 17,121,501 shares (Indirect, See footnote)

Footnotes (1)

1. The reference price for the Swap is $99.9430 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 17,071,501 "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

Notional shares in swap: 50,000 shares Reference price: $99.9430 per share Swap maturity date: March 2, 2028 +1 more

4 metrics

Notional shares in swap 50,000 shares Total return swap reference amount

Reference price $99.9430 per share Swap reference price for Flutter common stock

Swap maturity date March 2, 2028 Scheduled cash-settlement date of the swap

Post-transaction notional position 17,121,501 shares Total notional shares following this transaction

Key Terms

Total Return Swap, SOFR, notional shares, pecuniary interest

4 terms

Total Return Swap financial

"entered into a cash-settled total return swap referencing 50,000 notional common shares"

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.

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 to the reported transaction and direct "holder" of the "notional" shares."

pecuniary interest financial

"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."

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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)
06/05/2026

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)	06/05/2026		P/K		50,000		03/02/2028	03/02/2028	Common Stock	50,000	$99.943	17,121,501(2)	I	See footnote(2)

Explanation of Responses:

1. The reference price for the Swap is $99.9430 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 17,071,501 "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	06/09/2026
	** 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.
* Form 4: SEC 1474 (03-26)

FAQ

What did Kenneth Bryan Dart do in the latest Flutter (FLUT) Form 4 filing?

Kenneth Bryan Dart, via LBS Limited, entered a total return swap on 50,000 notional Flutter common shares at a reference price of $99.9430 per share, gaining synthetic exposure without directly buying or selling the underlying stock.

Is the Dart transaction in Flutter (FLUT) shares a direct stock purchase or a derivative?

The transaction is a derivative. An affiliated entity entered a cash-settled total return swap referencing 50,000 Flutter common shares, giving Dart economic exposure to price moves and dividends without direct ownership or voting rights in those shares.

What are the key terms of Kenneth Dart’s total return swap on Flutter (FLUT)?

The swap references 50,000 Flutter common shares at a $99.9430 reference price and is scheduled to terminate on March 2, 2028. It is cash-settled, with Dart receiving gains and dividend-equivalent payments and paying losses plus SOFR-based financing costs.

How does the total return swap affect Kenneth Dart’s economic exposure to Flutter (FLUT)?

The swap increases Dart’s synthetic exposure by 50,000 notional shares. He benefits if Flutter’s share price rises above $99.9430 and loses if it falls below, while continuing to receive dividend-equivalent payments during the swap’s term to March 2, 2028.

Who is the direct party to the Flutter (FLUT) swap reported for Kenneth Dart?

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

Does the Dart Form 4 indicate changes in voting control of Flutter (FLUT) shares?

The filing describes a cash-settled total return swap through LBS Limited, which references notional shares. This structure provides economic exposure but does not itself grant direct voting rights or traditional share ownership in the referenced Flutter common stock.