Kenneth Dart entity boosts Flutter (FLUT) exposure via new Total Return Swap

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 major shareholder Kenneth Bryan Dart increased its economic exposure through a derivative. Lake Michigan Limited entered into a Total Return Swap referencing 28,479 shares of Flutter common stock at a reference price of $102.4669 per share.

The swap is scheduled to terminate on March 2, 2028 and will be cash-settled, with Dart’s entity paying the counterparty if the share price falls below the reference price and receiving payments if it rises above it. Lake Michigan Limited must pay monthly interest based on OBFR, and receives payments equal to any dividends on the referenced shares. The filing notes Dart may be deemed to beneficially own these and other previously reported “notional” positions but disclaims beneficial ownership except to his pecuniary interest.

Insider Trade Summary

Net Buyer: 28,479 shares ($2,918,155)

Net Buy 1 txn

Insider DART KENNETH BRYAN

Role 10% Owner

Bought 28,479 shs ($2.92M)

Type	Security	Shares	Price	Value
Purchase	Total Return Swap	28,479	$102.4669	$2.92M

Holdings After Transaction: Total Return Swap — 8,440,083 shares (Indirect, See footnote)

Footnotes (1)

1. The reference price for the Swap is $102.4669 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 exposure: 28,479 shares Swap reference price: $102.4669 per share Aggregate notional position after trade: 8,440,083 shares +2 more

5 metrics

New swap notional exposure 28,479 shares Total Return Swap referencing Flutter common stock

Swap reference price $102.4669 per share Reference price for the Total Return Swap

Aggregate notional position after trade 8,440,083 shares Total notional shares following the reported transaction

Existing LBS Limited swaps 7,453,418 shares Previously reported notional shares via LBS Limited swaps

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

Key Terms

Total Return Swap, reference price, OBFR, notional shares, +1 more

5 terms

Total Return Swap financial

"Lake Michigan Limited entered into a Total Return Swap referencing 28,479 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.

reference price financial

"The reference price for the Swap is $102.4669 per share"

OBFR financial

"monthly interest to the counterparty on the financing leg of the Swap at a rate based on OBFR"

notional shares financial

"direct "holder" of the "notional" shares"

pecuniary interest financial

"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)
04/02/2026

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)	04/02/2026		P/K		28,479		03/02/2028	03/02/2028	Common Stock	28,479	$102.4669	8,440,083(2)	I	See footnote(2)

Explanation of Responses:

1. The reference price for the Swap is $102.4669 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	04/06/2026
	** 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 FLUT reporting person Kenneth Dart disclose?

Kenneth Dart, through Lake Michigan Limited, entered a Total Return Swap referencing 28,479 Flutter Entertainment common shares. The derivative gives economic exposure at a $102.4669 reference price, with cash settlement at maturity and no delivery of the underlying shares described.

How large is the Total Return Swap position reported for FLUT?

The new swap references 28,479 Flutter Entertainment common shares at a $102.4669 reference price. After this transaction, the Form 4 shows 8,440,083 notional shares following the transaction, reflecting the aggregate economic exposure through this and other derivative positions.

When does the reported Total Return Swap on FLUT shares mature and how is it settled?

The swap referencing Flutter Entertainment shares is scheduled to terminate on March 2, 2028 and will be cash-settled. At maturity, Dart’s entity pays the counterparty if the market price is below $102.4669 and receives payment if it is above that level.

Which entities are involved in Kenneth Dart’s FLUT derivative exposure?

Lake Michigan Limited is the direct party to the new swap and holder of the 28,479 notional shares. A related entity, LBS Limited, is party to previously reported swaps covering 7,453,418 notional shares, providing a large aggregate economic exposure to Flutter Entertainment.

How does Kenneth Dart describe his beneficial ownership of the FLUT swap positions?

The filing states that, as owner of Lake Michigan Limited and LBS Limited, Mr. Dart may be deemed to beneficially own the reported securities. However, he disclaims beneficial ownership except to the extent of his pecuniary interest in those derivative positions.

What payments flow between Dart’s entity and the counterparty under the FLUT Total Return Swap?

Lake Michigan Limited must pay monthly interest to the counterparty on the financing leg at a rate based on OBFR. In return, it is entitled to receive payments equal to any dividends on the referenced Flutter shares, plus any appreciation above the $102.4669 reference price at maturity.