Form 4: Kenneth Dart Enters Total Return Swap on Flutter Entertainment

Kenneth Dart, a 10% owner of Flutter Entertainment plc, entered into a Total Return Swap referencing 802,080 shares of common stock.

Summary

• Kenneth Bryan Dart, a 10% owner of Flutter Entertainment plc (FLUT), entered into a Total Return Swap (TRS) on March 11, 2026.
• The swap references 802,080 notional shares of Flutter Entertainment common stock.
• The reference price for the swap is $106.2902 per share.
• The Total Return Swap is scheduled to terminate on March 2, 2028, and will be cash-settled at maturity.
• Under the terms, Mr. Dart is obligated to pay the counterparty any decrease in the market price below the reference price and will receive payments for any increase above the reference price.
• Mr. Dart is required to pay monthly interest to the counterparty based on SOFR (Secured Overnight Financing Rate) on the financing leg of the swap.
• Mr. Dart is entitled to receive payments from the counterparty equivalent to any dividends paid on the referenced shares during the swap's term.
• Following this transaction, Mr. Dart's indirect beneficial ownership of Flutter Entertainment shares is 5,040,190, held through LBS Limited, where he disclaims beneficial ownership except to the extent of his pecuniary interest.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral disclosure. It details a derivative transaction by a significant shareholder, which is a routine financial instrument for managing exposure and does not inherently signal positive or negative operational performance for Flutter Entertainment plc.

Positives

• The Total Return Swap allows Kenneth Dart to gain economic exposure to Flutter Entertainment's stock performance without directly owning the underlying shares.
• Mr. Dart is entitled to receive payments equivalent to any dividends paid on the referenced shares during the term of the swap, providing a benefit similar to direct share ownership.

Negatives

• Kenneth Dart is obligated to pay the counterparty any decrease in the market price of the referenced shares below the reference price of $106.2902 per share.
• Mr. Dart is required to pay monthly interest to the counterparty on the financing leg of the swap, based on SOFR, which represents a recurring cost.

Risks

• Market price risk: Mr. Dart is exposed to the risk of a decrease in Flutter Entertainment's stock price, which would result in an obligation to pay the counterparty.
• Interest rate risk: The monthly interest payments are based on SOFR, meaning an increase in SOFR could lead to higher financing costs for Mr. Dart.
• Counterparty risk: There is a risk that the counterparty to the swap may not fulfill its obligations.

Future Outlook

N/A

Industry Context

StockSavvy.ai notes that Total Return Swaps are a common financial instrument used by large shareholders and institutional investors to gain or hedge exposure to a company's stock performance without directly impacting the voting rights or immediate market supply of the underlying shares. This allows for flexible portfolio management and can be used for various strategic purposes, including leveraging positions or managing tax implications.

Stakeholder Impact

• Shareholders: The transaction itself does not directly impact the company's operations or capital structure. It represents a change in the economic exposure of a significant shareholder.
• Reporting Person (Kenneth Dart): The transaction alters Mr. Dart's economic exposure to Flutter Entertainment, providing potential gains from price increases but also obligating payments for price decreases and interest.

Next Steps

• The Total Return Swap is scheduled to terminate on March 2, 2028, at which time it will be cash-settled.

Key Dates

Keywords

Flutter Entertainment, FLUT, Kenneth Dart, Total Return Swap, TRS, Derivative, Beneficial Ownership, Insider Transaction, SEC Form 4, Gaming Industry