STOCK TITAN

Kenneth Dart entity boosts Flutter (FLUT) exposure with 75K-share total return swap

Filing Impact
(Very High)
Filing Sentiment
(Very Positive)
Form Type
4

Rhea-AI Filing Summary

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

Flutter Entertainment plc received a Form 4 showing an entity owned by Kenneth Bryan Dart expanding its economic exposure to the company through a derivative. Lake Michigan Limited entered into a Total Return Swap referencing 75,000 shares of Flutter common stock at a reference price of $106.45 per share.

The swap is scheduled to terminate on March 2, 2028 and will be cash-settled, so no shares are delivered. At maturity, Lake Michigan Limited pays the counterparty if Flutter’s share price is below the reference price and receives payment if it is above. During the term, it pays interest based on OBFR and receives amounts equal to any dividends on the referenced shares.

Lake Michigan Limited is the direct holder of these 75,000 notional shares, while LBS Limited is party to previously reported swaps covering 7,453,418 notional shares. As owner of these entities, Mr. Dart may be deemed to beneficially own the positions but disclaims beneficial ownership except to the extent of his pecuniary interest.

Positive

  • None.

Negative

  • None.
Insider DART KENNETH BRYAN
Role 10% Owner
Bought 75,000 shs ($7.98M)
Type Security Shares Price Value
Purchase Total Return Swap 75,000 $106.45 $7.98M
Holdings After Transaction: Total Return Swap — 10,967,704 shares (Indirect, See footnote)
Footnotes (1)
  1. The reference price for the Swap is $106.45 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.
Total return swap notional 75,000 shares Notional Flutter common stock referenced in new swap
Swap reference price $106.45 per share Price level used to calculate cash settlement at maturity
Swap maturity date March 2, 2028 Scheduled termination and cash settlement of the swap
Aggregate notional position via LBS Limited 7,453,418 shares Previously reported swaps on Flutter common stock
Total shares following transaction 10,967,704 shares Total reported position following this swap transaction
Total Return Swap financial
"Lake Michigan Limited is the party to the reported transaction and direct "holder" of the "notional" 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.
notional shares financial
"direct "holder" of the "notional" shares. LBS Limited is a party to previously reported swap transactions"
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."
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.
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."
SEC Form 4
FORM 4UNITED 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)
DirectorX10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/14/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm 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)
CodeVAmount(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Total Return Swap(1)04/14/2026P/K75,00003/02/202803/02/2028Common Stock75,000$106.4510,967,704(2)ISee footnote(2)
Explanation of Responses:
1. The reference price for the Swap is $106.45 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 Dart04/16/2026
** Signature of Reporting PersonDate
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 derivative transaction was reported for Flutter (FLUT)?

An entity owned by Kenneth Bryan Dart, Lake Michigan Limited, entered into a Total Return Swap referencing 75,000 Flutter shares at $106.45 per share. The swap is cash-settled at maturity, providing economic exposure without direct share ownership.

Who is the actual party to the Flutter (FLUT) Total Return Swap?

Lake Michigan Limited is the direct party to the new Total Return Swap and holder of the 75,000 notional shares. It is owned by Kenneth Bryan Dart, who may be deemed to beneficially own the position but disclaims beneficial ownership beyond his pecuniary interest.

When does Kenneth Dart’s Flutter (FLUT) Total Return Swap mature?

The Total Return Swap referencing 75,000 Flutter shares is scheduled to terminate on March 2, 2028. At that time, it will be cash-settled based on the difference between Flutter’s share price and the $106.45 reference price.

How does the Total Return Swap on Flutter (FLUT) economically work for the Dart entity?

At maturity, Lake Michigan Limited pays the counterparty any decrease in Flutter’s price below $106.45 and receives any increase above that level. Throughout the term, it pays OBFR-based financing interest and receives payments equal to Flutter dividends on referenced shares.

What is Kenneth Dart’s broader notional exposure to Flutter (FLUT) via swaps?

LBS Limited, another Dart-owned entity, is party to previously reported swaps providing an aggregate position in 7,453,418 notional shares of Flutter. Combined with Lake Michigan Limited, this reflects significant derivative-based economic exposure, though beneficial ownership is disclaimed except for pecuniary interest.

Does the Dart swap transaction involve receiving actual Flutter (FLUT) shares?

No, the reported Total Return Swap is explicitly cash-settled at maturity on March 2, 2028. Lake Michigan Limited’s position is in notional shares and economic returns, rather than direct ownership or delivery of Flutter common stock.