Flutter (NYSE: FLUT) COO awarded shares and nil-cost options in Form 4 filing

Rhea-AI Filing Summary

Bishop James Philip reported acquisition or exercise transactions in this Form 4 filing.

Flutter Entertainment plc Chief Operating Officer James Philip Bishop reported equity awards rather than market trades. He received 11,893 Ordinary Shares as a grant, bringing his direct shareholding to 16,605 Ordinary Shares. The filing notes these are restricted stock units that vest in three substantially equal instalments beginning on September 1, 2027.

He was also awarded nil cost options over Ordinary Shares. One award covers 1,012 options expiring in 2033, with total nil cost options following the transaction of 7,225. Another option line in the filing reflects an amount earned from a previously reported, performance-based award, and does not represent a new grant. Footnotes indicate some options are already fully vested, while others vest on October 1, 2026.

Insights

Equity compensation analyst

Routine compensation-related equity awards; no open-market buying or selling.

These transactions show compensation grants to Flutter Entertainment’s COO, not discretionary stock purchases or sales. The A code, zero transaction price, and references to restricted stock units and nil cost options indicate standard incentive awards designed to align pay with equity performance.

One option entry reflects an earned portion of a previously disclosed performance-based award, so it is an accounting of vesting rather than a fresh grant. With 16,605 Ordinary Shares and 7,225 nil cost options reported as directly held, this filing mainly updates Bishop’s equity position and vesting schedule.

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

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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^*

Bishop James Philip

(Last) (First) (Middle)

C/O FLUTTER ENTERTAINMENT PLC

ONE MADISON AVENUE

(Street)

NEW YORK NY 10010

(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		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
03/04/2025

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
Ordinary Shares	03/11/2026		A		11,893(1)	A	$0	16,605	D

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
Nil Cost Options (Right to Buy)	$0	03/04/2025		A		3,099(2)		(3)	11/14/2032	Ordinary Shares	3,099	$0	9,297	D
Nil Cost Options (Right to Buy)	$0	02/26/2026		A		1,012(2)		(4)	03/07/2033	Ordinary Shares	1,012	$0	7,225	D

Explanation of Responses:

1. Reflects a grant of restricted stock units that vest in three substantially equal instalments beginning on September 1, 2027.

2. The Reporting Person previously reported this award, which contained certain performance-based criteria. Following certification of the applicable performance criteria, an additional portion of the award became earned and is reported herein. This reflects the earned amount only and does not represent a new grant.

3. These options are fully vested.

4. These options vest on October 1, 2026.

Remarks:

	/s/ Rebecca Sweeney, Attorney-in-Fact	03/13/2026
	** 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 Flutter (FLUT) COO James Philip Bishop report in this Form 4?

He reported equity awards, not market trades. The filing shows a grant of 11,893 Ordinary Shares plus nil cost options over additional shares, updating his direct holdings and vesting schedules as part of his compensation package.

How many Flutter (FLUT) Ordinary Shares does the COO hold after these transactions?

After the reported grant, James Philip Bishop directly holds 16,605 Ordinary Shares. This total reflects the addition of 11,893 newly granted shares, which are structured as restricted stock units that vest over time rather than an immediate cash purchase.

What are the key terms of the restricted stock units granted to Flutter (FLUT) COO?

The filing states the 11,893-share grant consists of restricted stock units that vest in three substantially equal instalments starting on September 1, 2027. This creates a multi‑year vesting schedule aimed at retaining the executive and linking rewards to future service.

What nil cost options did the Flutter (FLUT) COO receive in this Form 4?

He received nil cost options over 1,012 Ordinary Shares, with total nil cost options reported at 7,225 following the latest transaction. Nil cost options allow acquiring shares without paying an exercise price, subject to vesting and expiration terms disclosed in the filing.

Are any of the Flutter (FLUT) COO’s options already vested or performance-based?

Yes. One footnote says some options are fully vested, while another states that an entry reflects the earned portion of a previously reported performance-based award, not a new grant. Additional options are scheduled to vest on October 1, 2026.

Does this Flutter (FLUT) Form 4 show the COO buying or selling shares on the market?

No. The transactions use code A for grant or award, with a $0.00 price per share, indicating compensation-related grants and nil cost options. There are no open‑market purchases or sales reported, only updates to awarded equity and vesting.