CEO & President - FanDuel Howe Amy converted options into 28,465 units of Ordinary Shares and sold $3,753,430 worth of Ordinary Shares (14,508 units at $258.71), increasing direct ownership by 27% to 65,531 units (SEC Form 4)
$FLUT
Computer Software: Programming Data Processing
Technology
| 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 |
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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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Flutter Entertainment plc [ FLUT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/06/2025 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 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 | 03/06/2025 | M | 23,181 | A | (1) | 74,755 | D | |||
| Ordinary Shares | 03/06/2025 | S | 4,886 | D | $259.48(2) | 69,869 | D | |||
| Ordinary Shares | 03/06/2025 | S | 3,353 | D | $260.33(3) | 66,516 | D | |||
| Ordinary Shares | 03/06/2025 | S | 2,780 | D | $261.93(4) | 63,736 | D | |||
| Ordinary Shares | 03/06/2025 | S | 795 | D | $262.42(5) | 62,941 | D | |||
| Ordinary Shares | 03/07/2025 | M | 5,284 | A | (1) | 68,225 | D | |||
| Ordinary Shares | 03/07/2025 | S | 1,616 | D | $250.43(6) | 66,609 | D | |||
| Ordinary Shares | 03/07/2025 | S | 874 | D | $251.34(7) | 65,735 | D | |||
| Ordinary Shares | 03/07/2025 | S | 204 | D | $252.79(8) | 65,531 | D | |||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 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 | ||||||||
| Restricted Stock Units | (9) | 03/06/2025 | M | 23,181 | (10) | (10) | Ordinary Shares | 23,181(11) | $0 | 49,404 | D | ||||
| Restricted Stock Units | (9) | 03/07/2025 | M | 5,284 | (12) | (12) | Ordinary Shares | 5,284 | $0 | 44,120 | D | ||||
| Explanation of Responses: |
| 1. Represents ordinary shares of the Issuer acquired upon settlement of a restricted stock unit (RSU) award previously granted to the Reporting Person |
| 2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $258.835 to $259.815 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote |
| 3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $259.85 to $260.80 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $261.315 to $262.31 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $262.32 to $260.49 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 6. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $249.86 to $250.785 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 7. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $250.965 to $251.92 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 8. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $252.28 to $252.86 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the SEC, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote. |
| 9. Each RSU represents the contingent right to receive one ordinary share. |
| 10. These RSUs vested and settled into ordinary shares of the Issuer on March 6, 2025. The remainder of the RSUs vest on various dates through 2027 |
| 11. These restricted stock units (RSUs) vest as follows: (a) 2,419 vest in two substantially equal annual instalments beginning on April 2, 2025, (b) 10,009 vest in three substantially equal annual instalments beginning on April 2, 2025, (c) 1,105 vest on March 7, 2025, (d) 8,358 vest in two equal annual instalments beginning on March 7, 2025, (e) 5,383 vest on March 4, 2025, (f) 27,513 vest in two substantially equal annual instalments beginning on December 1, 2025 and (g) 17,798 vest on February 5, 2025. |
| 12. These RSUs vested and settled into ordinary shares of the Issuer on March 7, 2025. The remainder of the RSUs vest on various dates through 2027 |
| Remarks: |
| /s/ Siobhan Dixon Sharkey, Attorney-in-Fact | 03/10/2025 | |
| ** 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. | ||