Major Flutter (NYSE: FLUT) holder uses swap on 182,519 notional shares

Rhea-AI Filing Summary

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

Flutter Entertainment plc disclosed that an entity associated with 10% owner Kenneth Bryan Dart entered into a new cash-settled Total Return Swap referencing 182,519 shares of Flutter common stock at a reference price of $103.7547 per share.

The swap, held directly by Lake Michigan Limited, is scheduled to terminate on March 2, 2028. At maturity, Lake Michigan Limited will pay the counterparty any decline in market price below the reference price and receive any increase above it, plus dividend-equivalent payments, while paying monthly interest based on OBFR. Dart, as owner of Lake Michigan Limited and LBS Limited, may be deemed to beneficially own the position but disclaims beneficial ownership except to the extent of his pecuniary interest. Following this transaction, his indirect derivative exposure references 10,892,704 "notional" shares, including 7,453,418 notional shares from previously reported swaps held by LBS Limited.

Insider Trade Summary

Net Buyer: 182,519 shares ($18,937,204)

Net Buy 1 txn

Insider DART KENNETH BRYAN

Role 10% Owner

Bought 182,519 shs ($18.94M)

Type	Security	Shares	Price	Value
Purchase	Total Return Swap	182,519	$103.7547	$18.94M

Holdings After Transaction: Total Return Swap — 10,892,704 shares (Indirect, See footnote)

Footnotes (1)

1. The reference price for the Swap is $103.7547 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 OBFR. 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. Lake Michigan Limited is the party to the reported transaction and direct "holder" of the "notional" shares. LBS Limited is a party to previously reported swap transactions that provide an aggregate position in 7,453,418 "notional" shares. As owner of Lake Michigan Limited and 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.

Key Figures

New swap notional size: 182,519 shares Swap reference price: $103.7547 per share Aggregate notional exposure: 10,892,704 shares +2 more

5 metrics

New swap notional size 182,519 shares Underlying Flutter common stock referenced by new total return swap

Swap reference price $103.7547 per share Reference price for the new total return swap

Aggregate notional exposure 10,892,704 shares Total notional Flutter shares referenced after this transaction

Previously reported swaps 7,453,418 shares Aggregate notional shares from earlier swaps via LBS Limited

Swap maturity date March 2, 2028 Scheduled termination date of the new total return swap

Key Terms

Total Return Swap, cash-settled, OBFR, notional shares, +1 more

5 terms

Total Return Swap financial

"disclosed that an entity associated with 10% owner Kenneth Bryan Dart entered into a new cash-settled Total Return Swap referencing 182,519 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.

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.

OBFR financial

"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 OBFR"

notional shares financial

"Lake Michigan 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"

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)
04/13/2026

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)	04/13/2026		P/K		182,519		03/02/2028	03/02/2028	Common Stock	182,519	$103.7547	10,892,704(2)	I	See footnote(2)

Explanation of Responses:

1. The reference price for the Swap is $103.7547 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 OBFR. 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. Lake Michigan Limited is the party to the reported transaction and direct "holder" of the "notional" shares. LBS Limited is a party to previously reported swap transactions that provide an aggregate position in 7,453,418 "notional" shares. As owner of Lake Michigan Limited and 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	04/15/2026
	** 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 derivative position did Kenneth Dart’s entity take in Flutter (FLUT)?

An entity owned by Kenneth Dart entered a cash-settled total return swap referencing 182,519 Flutter common shares at a $103.7547 reference price per share, increasing his indirect economic exposure without taking direct ownership of the underlying shares.

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

The total return swap is scheduled to terminate on March 2, 2028. It will be cash-settled, meaning no Flutter shares change hands; instead, the parties exchange cash based on the share price performance relative to the reference price.

Who is the direct holder of the notional Flutter (FLUT) shares under the swap?

The direct party to the swap and holder of the 182,519 notional shares is Lake Michigan Limited. This entity is owned by Kenneth Dart, who may be deemed to beneficially own the position but disclaims beneficial ownership beyond his pecuniary interest.

What ongoing payments are required under the Flutter (FLUT) total return swap?

Under the swap, the Dart-affiliated entity must pay monthly interest to the counterparty on the financing leg at a rate based on OBFR, while receiving payments equal to any dividends paid on the referenced Flutter shares during the swap’s term.

How large is Kenneth Dart’s aggregate notional Flutter (FLUT) exposure after this swap?

After this transaction, Dart’s indirect derivative exposure references 10,892,704 notional shares of Flutter common stock, including 7,453,418 notional shares from previously reported swaps held by LBS Limited, plus the new 182,519-share swap via Lake Michigan Limited.

Does Kenneth Dart have direct voting rights over the Flutter (FLUT) shares in the swap?

The filing describes the position as notional and cash-settled through entities Lake Michigan Limited and LBS Limited. It does not state that Dart has voting rights; instead, he may be deemed a beneficial owner but disclaims such ownership except for his pecuniary interest.