Swap boosts Flutter (FLUT) holder Kenneth Dart’s notional exposure

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 new total return swap referencing 512,615 notional shares of Flutter Entertainment plc common stock at a reference price of $92.9224 per share. The swap is scheduled to terminate on March 2, 2028, when it will be cash-settled, with Dart’s entity paying any decline in share price below the reference price and receiving any increase above it, plus dividend-equivalent payments while paying interest based on SOFR. Footnotes state Lake Michigan Limited and LBS Limited were already parties to swaps covering an aggregate 13,480,529 notional shares, and the filing reports 15,770,270 notional shares following this transaction. Mr. Dart may be deemed to beneficially own these positions through his ownership of the entities but disclaims beneficial ownership except to the extent of his pecuniary interest.

Insider Trade Summary

Net Buyer: 512,615 shares ($47,633,416)

Net Buy 1 txn

Insider DART KENNETH BRYAN

Role null

Bought 512,615 shs ($47.63M)

Type	Security	Shares	Price	Value
Purchase	Total Return Swap	512,615	$92.9224	$47.63M

Holdings After Transaction: Total Return Swap — 15,770,270 shares (Indirect, See footnote)

Footnotes (1)

1. The reference price for the Swap is $92.9224 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 13,480,529 "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: 512,615 notional shares Reference price: $92.9224 per share Swap maturity: March 2, 2028 +3 more

6 metrics

New swap notional 512,615 notional shares Total return swap referencing Flutter common stock

Reference price $92.9224 per share Swap reference price for Flutter common stock

Swap maturity March 2, 2028 Scheduled termination and cash settlement date

Position after transaction 15,770,270 notional shares Total reported notional shares following the swap

Prior aggregate swaps 13,480,529 notional shares Previously reported swap transactions’ notional exposure

Interest basis SOFR-based rate Monthly interest paid on swap financing leg

Key Terms

Total Return Swap, notional shares, SOFR, cash-settled, +2 more

6 terms

Total Return Swap financial

"The reference price for the Swap is $92.9224 per share."

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.

notional shares financial

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

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.

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.

beneficially own financial

"Mr. Dart may be deemed to beneficially own the reported securities but disclaims such beneficial ownership"

Beneficially own means having the economic rights and risks of a security—such as the right to receive dividends, sell the shares, or profit from price changes—whether or not your name appears on the official share register. Think of it like renting a car: you use it and reap the benefits even if the title lists someone else. Investors care because beneficial ownership determines who truly controls value, must be disclosed under securities rules, and can signal potential influence or trading activity that affects a stock’s price.

pecuniary interest financial

"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)
05/15/2026

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)	05/15/2026		P/K		512,615		03/02/2028	03/02/2028	Common Stock	512,615	$92.9224	15,770,270(2)	I	See footnote(2)

Explanation of Responses:

1. The reference price for the Swap is $92.9224 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 13,480,529 "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	05/19/2026
	** 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 insider transaction did Kenneth Dart report for Flutter (FLUT)?

An entity owned by Kenneth Dart entered a new total return swap on 512,615 notional Flutter shares. The swap references common stock and is structured as a cash-settled derivative, rather than a direct purchase of actual shares in the market.

What is the reference price on Kenneth Dart’s new Flutter (FLUT) swap?

The swap references Flutter shares at a price of $92.9224 per share. This reference level determines cash payments at maturity, based on how Flutter’s market price compares to that fixed price then.

When does Kenneth Dart’s new Flutter (FLUT) total return swap mature?

The total return swap is scheduled to terminate on March 2, 2028. At that time, the position will be cash-settled, with payments based on changes in Flutter’s share price and dividends over the swap’s term.

How large is Kenneth Dart’s total swap exposure to Flutter (FLUT) shares?

Footnotes state prior swap transactions covered 13,480,529 notional shares, and the filing shows 15,770,270 notional shares after this trade. The new 512,615-notional-share swap adds to that previously reported derivative exposure.

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

The swap is held by LBS Limited, with Lake Michigan Limited also party to prior swaps. As owner of these entities, Dart may be deemed a beneficial owner but disclaims ownership beyond his pecuniary interest.

What payments are exchanged under Kenneth Dart’s Flutter (FLUT) swap?

Dart’s entity pays monthly interest to the counterparty at a SOFR-based rate and any share-price decline below the reference price. In return, it receives any price increase above the reference price and dividend-equivalent payments.