Chief Financial Officer Coldrake Robert converted options into 350 units of Ordinary Shares and sold $42,348 worth of Ordinary Shares (166 units at $255.11) (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 |
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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) 03/04/2025 | ||||||||||||||||||||||||||
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 | 03/07/2025 | M | 350 | A | (1) | 350 | D | |||
Ordinary Shares | 03/07/2025 | S | 166 | D | $255.11(2) | 184 | D |
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 | ||||||||
Nil Cost Options (Right to Buy) | $0 | 03/04/2025 | D(3) | 350 | (4) | 03/07/2033 | Ordinary Shares | 350 | (3) | 0 | D | ||||
Nil Cost Options (Right to Buy) | $0 | 03/04/2025 | D(3) | 544 | (5) | 04/02/2034 | Ordinary Shares | 544 | (3) | 0 | D | ||||
Nil Cost Options (Right to Buy) | $0 | 03/04/2025 | D(3) | 9,779 | (6) | 12/30/2032 | Ordinary Shares | 9,779 | (3) | 0 | D | ||||
Nil Cost Options (Right to Buy) | $0 | 03/04/2025 | D(3) | 1,807(7) | (8) | 03/07/2033 | Ordinary Shares | 1,807 | (3) | 0 | D | ||||
Nil Cost Options (Right to Buy) | $0 | 03/04/2025 | D(3) | 1,498(7) | (9) | 04/02/2034 | Ordinary Shares | 1,498 | (3) | 0 | D | ||||
Restricted Stock Units | (10) | 03/04/2025 | A(3) | 13,978 | (11) | (11) | Ordinary Shares | 13,978 | (3) | 13,978 | D | ||||
Restricted Stock Units | (10) | 03/07/2025 | M | 350 | (12) | (12) | Ordinary Shares | 350 | $0 | 13,628 | 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 sales price reported herein was converted from British sterling pounds to United States dollars at a conversion price of GBP 1.00 to U.S. $1.29. |
3. Reflects the conversion of Nil Cost Options to RSU awards subject to the same terms and conditions as the Nil Cost Options. No new grants were made in connection with these conversions. |
4. These options vest on March 7, 2025. |
5. These options vest in two equal annual installments beginning on April 2, 2025. |
6. These options vest on March 2, 2026. |
7. The number of options reported herein may be increased by up to 50% upon the achievement of certain performance criteria. |
8. These options vest on October 1, 2026 |
9. These options vest on September 1, 2027. |
10. Each RSU represents the contingent right to receive one ordinary share. |
11. These RSUs vest as follows: (a) 350 vest on March 7, 2025, (b) 544 vest in two equal annual instalments beginning on April 2, 2025, (c) 9,779 vest on March 2, 2026, (d) 1,807 vest on October 1, 2026, and (e) 1,498 vest on September 1, 2027. |
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. |