Flutter Entertainment (FLUT) holder Dart enters $92.83 total return swap on 499k shares

Rhea-AI Filing Summary

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

Flutter Entertainment plc major shareholder Kenneth Bryan Dart, through Lake Michigan Limited, entered into a new cash-settled Total Return Swap referencing 499,874 notional common shares of Flutter at a reference price of $92.8258 per share. The swap matures on March 2, 2028, when it will be cash-settled based on the change in Flutter’s share price versus the reference price. Including previously reported swap positions, entities owned by Mr. Dart now hold an aggregate economic exposure to 21,227,847 notional shares, with Mr. Dart disclaiming beneficial ownership beyond his pecuniary interest.

Insider Trade Summary

1 transaction reported

Mixed 1 txn

Insider DART KENNETH BRYAN

Role 10% Owner

Bought 499,874 shs ($46.40M)

Type	Security	Shares	Price	Value
Purchase	Total Return Swap F1, F2	499,874	$92.8258	$46.40M

Holdings After Transaction: Total Return Swap — 21,227,847 shares (Indirect, See footnote)

Footnotes (2)

1. F1. The reference price for the Swap is $92.8258 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. F2. Lake Michigan 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 20,727,973 "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 shares: 499,874 shares Reference price: $92.8258 per share Aggregate notional exposure: 21,227,847 shares +2 more

5 metrics

New swap notional shares 499,874 shares Total Return Swap referencing Flutter common stock entered on 2026-08-06

Reference price $92.8258 per share Reference price for the Total Return Swap on Flutter shares

Aggregate notional exposure 21,227,847 shares Total notional Flutter share exposure from swaps held by entities owned by Kenneth Bryan Dart after this transaction

Existing notional position before trade 20,727,973 shares Notional shares from previously reported swap transactions held by Lake Michigan Limited and LBS Limited

Swap maturity date March 2, 2028 Scheduled termination date when the swap will be cash-settled

Key Terms

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

5 terms

Total Return Swap financial

"entered into a new cash-settled Total Return Swap referencing 499,874 notional"

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

"direct "holder" of the "notional" shares. Lake Michigan Limited and LBS Limited"

reference price financial

"The reference price for the Swap is $92.8258 per share."

A reference price is a single benchmark price set by an exchange or market system that serves as the starting point for trading measures such as opening auctions, daily price limits, or short-term comparisons. For investors it matters because it anchors how gains, losses and allowable price movement are calculated—like a tide level that tells you how far the market can legally or normally move from that starting point—so it affects order execution and risk management.

cash-settled financial

"The Swap is scheduled to terminate on March 2, 2028, at which time"

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

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

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Available on EDGAR 08/10/2026 - 05:06 PM Accepted by SEC EDGAR 08/10/2026 - 05:05 PM Learn about SEC filing dates

FAQ

What derivative position did Kenneth Bryan Dart report in Flutter (FLUT)?

Kenneth Bryan Dart, via Lake Michigan Limited, entered a Total Return Swap on 499,874 notional Flutter common shares with a reference price of $92.8258 per share, maturing on March 2, 2028 and settled in cash at termination.

What is the total notional share exposure after this Form 4 for FLUT?

After this transaction, entities owned by Kenneth Bryan Dart have an aggregate position in 21,227,847 notional shares of Flutter. This total combines 20,727,973 notional shares from previously reported swaps with the new 499,874-share swap.

How does the Total Return Swap on FLUT shares work for Kenneth Bryan Dart?

At maturity on March 2, 2028, Kenneth Bryan Dart will pay the counterparty any decline below the $92.8258 reference price, while receiving any increase above it, plus payments equivalent to dividends on the referenced shares during the swap term.

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

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

Does Kenneth Bryan Dart receive dividends on the FLUT shares in this swap?

Yes. Under the swap terms, the reporting person is entitled to receive payments from the counterparty equal to any dividends paid on the referenced Flutter shares during the swap, while paying monthly interest based on OBFR on the financing leg.

Is the reported Flutter (FLUT) Total Return Swap physically or cash-settled?

The reported Total Return Swap is cash-settled. On March 2, 2028, the counterparty will pay Kenneth Bryan Dart any share price increase above $92.8258, or he will pay the counterparty any decrease below that level.

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)
08/06/2026

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)	08/06/2026		P/K		499,874		03/02/2028	03/02/2028	Common Stock	499,874	$92.8258	21,227,847(2)	I	See footnote(2)

Explanation of Responses:

1. The reference price for the Swap is $92.8258 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. Lake Michigan Limited and LBS Limited were parties to previously reported swap transactions that provide an aggregate position in 20,727,973 "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	08/10/2026
	** 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)