Form 4: Flutter Entertainment: Director Dart Enters New Swap Agreement

Flutter Entertainment Director Kenneth Bryan Dart has entered into a new total return swap agreement for 700,000 shares, with a reference price of $97.7936 per share, maturing March 2, 2028.

Summary

• Kenneth Bryan Dart, a Director of Flutter Entertainment plc, has entered into a new total return swap agreement.
• The agreement, dated May 12, 2026, involves 700,000 notional shares of Flutter Entertainment.
• The reference price for the swap is $97.7936 per share.
• The swap is scheduled to terminate on March 2, 2028, and will be cash-settled.
• Under the swap, Dart will pay the counterparty for any decrease in the market price of the shares below the reference price and receive payment for any increase above it.
• Dart is also entitled to receive dividend payments on the referenced shares during the term of the swap.
• This new swap adds to previously reported swap transactions, bringing an aggregate position in 13,480,529 notional shares.
• Dart is the owner of LBS Limited and Lake Michigan Limited, entities involved in these swap transactions.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral filing, as it details a financial transaction by a director rather than company performance or strategic shifts.

Positives

• The new swap agreement allows for participation in potential upside of Flutter Entertainment's share price.
• The agreement includes entitlement to dividend payments on the referenced shares.
• The reporting person has a significant existing position in notional shares through prior swap agreements.

Negatives

• The reporting person is obligated to pay the counterparty for any decrease in the market price of the referenced shares below the reference price.
• The swap is cash-settled, meaning no actual shares are exchanged, and the financial outcome is based purely on price movements.
• The reporting person may be deemed to beneficially own a large number of notional shares, but disclaims beneficial ownership beyond their pecuniary interest, which could indicate a complex ownership structure.

Risks

• The primary risk is the potential for a decrease in the market price of Flutter Entertainment's shares, leading to a financial obligation for Mr. Dart.
• The reliance on cash settlement for the swap means that the financial outcome is directly tied to market price fluctuations without the underlying ownership of the shares.

Future Outlook

The total return swap agreement is set to terminate on March 2, 2028, at which point it will be cash-settled. The outcome for the reporting person will depend on the market price of Flutter Entertainment's shares relative to the reference price at that time.

Industry Context

StockSavvy.ai notes that the use of total return swaps by insiders is a common strategy to gain economic exposure to a company's stock performance without direct ownership, often for tax or diversification reasons. This filing indicates continued strategic financial maneuvering by key personnel within the online betting and gaming sector.

Related Party Transactions

• Kenneth Bryan Dart, as owner of LBS Limited and Lake Michigan Limited, is involved in swap transactions with these entities acting as direct holders of notional shares.

Stakeholder Impact

• Shareholders: The transaction itself does not directly impact share count or company operations, but it reflects an insider's financial strategy related to the stock.

Next Steps

• The total return swap agreement will be cash-settled on March 2, 2028.

Key Dates

Keywords

Flutter Entertainment, FLUT, Form 4, Insider Trading, Securities Swap, Total Return Swap, Director, Kenneth Bryan Dart, Beneficial Ownership, Derivative Securities