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Form 8-K

sec.gov

8-K — Flutter Entertainment plc

Accession: 0001193125-26-209020

Filed: 2026-05-06

Period: 2026-04-30

CIK: 0001635327

SIC: 7370 (SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC.)

Item: Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements of Certain Officers

Item: Regulation FD Disclosure

Item: Financial Statements and Exhibits

Documents

8-K — d152593d8k.htm (Primary)

EX-99.1 (d152593dex991.htm)

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): April 30, 2026

Flutter Entertainment plc

(Exact Name of Registrant as Specified in its Charter)

Ireland

001-37403

98-1782229

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification Number)

One Madison Avenue

New York, New York

10010

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s Telephone Number, Including Area Code: (646) 930-0950

(Former Name or Former Address, if Changed Since Last Report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Trading

Symbol(s)

Name of each exchange

on which registered

Ordinary Shares, nominal value of €0.09 per share

FLUT

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Departure of Amy Howe as Chief Executive Officer of FanDuel

On April 30, 2026, Flutter Entertainment plc (“Flutter”) agreed to have Amy Howe, Chief Executive Officer of FanDuel Inc. (“FanDuel”) leave the employment of FanDuel. On May 5, 2026, FanDuel and Ms. Howe entered into a Separation Agreement (the “Separation Agreement”), pursuant to which Ms. Howe’s employment with FanDuel will terminate as of May 6, 2026. Christian Genetski, President of FanDuel, will assume responsibility for leading the FanDuel business, in addition to his current role.

Under the terms of the Separation Agreement, in addition to a time pro-rated vesting of the “Value Creation Award” granted on October 27, 2021 to which Ms. Howe is entitled pursuant to the award’s existing terms, subject to Ms. Howe’s execution and non-revocation of a general release of claims in favor of Flutter and compliance with other terms of the Separation Agreement, Ms. Howe will receive the following separation benefits: (i) payment of severance in the aggregate gross amount of $4,370,828, representing 24 months’ of base salary plus annual bonus opportunity, over a 52-week period; (ii) in respect of the awards granted as time-based restricted stock units (“RSUs”) under the Flutter 2024 Omnibus Incentive Plan, full vesting of tranche 1 of the 2025 RSUs and tranche 1 of the 2026 RSUs, and a time pro-rated vesting of the remainder of RSUs; (iii) full vesting of the RSUs granted under the Flutter 2016 Restricted Share Plan; (iv) a time pro-rated vesting of her performance stock units subject to achievement of the performance conditions; and (v) continuation of health insurance at Flutter’s expense for up to 12 months, in addition to any accrued but unpaid salary and benefits.

The Separation Agreement also includes customary provisions, including non-disparagement, cooperation in certain matters, return of employer’s property, confidentiality obligations, and non-solicitation of employees for one year. The foregoing description of the Separation Agreement is a summary and is qualified in its entirety by reference to the Separation Agreement, which will be filed as an exhibit to Flutter’s Quarterly Report on Form 10-Q for the quarter ending June 30, 2026.

Appointment of Dan Taylor as President of Flutter

On April 30, 2026, Flutter appointed Dan Taylor, Chief Executive Officer of Flutter’s International Division, to the newly created role of President of Flutter effective May 6, 2026, in addition to his current responsibilities.

In connection with his appointment, Flutter entered into a new Side Letter agreement with Mr. Taylor, pursuant to which he will be entitled to receive a base salary of $1,160,000 per year, and be eligible for a discretionary annual bonus with a target opportunity of 125% of base salary (and a maximum opportunity of 250% of base salary), a grant of RSUs with a grant date fair value of 200% of base salary scheduled to vest in three equal installments on September 1, 2026, September 1, 2027 and September 1, 2028 subject to continued employment, and performance stock units with a grant date fair value of 600% of base salary scheduled to vest on September 1, 2029 subject to continued employment and achievement of performance conditions (with potential maximum vesting at 200% of target). Mr. Taylor will also receive a one-off grant of RSUs with a grant date fair value of 100% of base salary scheduled to vest in two equal instalments on September 1, 2027 and September 1, 2028 subject to continued employment. His pension contribution from Flutter will reduce from 9% of base salary to 5% of base salary. The foregoing description of the Side Letter is a summary and is qualified in its entirety by reference to the Side Letter, which will be filed as an exhibit to Flutter’s Quarterly Report on Form 10-Q for the quarter ending June 30, 2026.

Mr. Taylor, age 46, has held the role of the Chief Executive Officer of Flutter’s International Division since July 2020, and is responsible for all five of Flutter’s international regions (UKI, SEA, APAC, CEE and Brazil) including all international brands (Adjarabet, Betfair, BetNacional, Junglee, Maxbet, Paddy Power, PokerStars, Sisal, SkyBet, Snai, Sportsbet and tombola) which operate across more than 25 regulated markets. Prior to this, Mr. Taylor was the Chief Executive Officer of Paddy Power Betfair from 2018 to 2020 with similar responsibilities for Adjarabet, Betfair and Paddy Power online and retail businesses. Prior to these roles, he was Managing Director, UK & Ireland and Managing Director Retail from 2015 to 2018.

Before Flutter, Mr. Taylor was the Managing Director of Teletext Holidays, Director of Strategy and Commercial Development of DMG Media and an Associate Partner at OC&C Strategy Consultants. Mr. Taylor is also a non-executive director at Dunelm plc.

Mr. Taylor holds an MA in economics from Cambridge University.

Mr. Taylor does not have any family relationships with any executive officer or director of Flutter. There are no arrangements or understandings with Mr. Taylor, or any other persons, under which Mr. Taylor was elected to serve as an officer of Mr. Taylor. In addition, he is not party to any transaction requiring disclosure under Item 404(a) of Regulation S-K of the Securities and Exchange Act of 1934, as amended.

Item 7.01

Regulation FD Disclosure.

On May 6, 2026, Flutter issued a press release regarding the leadership transition at FanDuel, which is furnished as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits

Exhibit

No.

Description

99.1

Press Release dated May 6, 2026

104

The cover page of this Current Report on Form 8-K, formatted in Inline XBRL

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Flutter Entertainment plc

(Registrant)

Date: May 6, 2026

By:

/s/ Edward Traynor

Name:

Edward Traynor

Title:

Company Secretary

EX-99.1

EX-99.1

Filename: d152593dex991.htm · Sequence: 2

EX-99.1

Exhibit 99.1

Flutter announces leadership transition at FanDuel

New York, May 6, 2026: Flutter Entertainment plc (the “Company”, NYSE: FLUT; LSE: FLTR), the world’s leading online sports betting and

iGaming operator, announces that Amy Howe has left the Company and her role as Chief Executive Officer of FanDuel.

Christian Genetski, President of

FanDuel, will assume responsibility for leading the FanDuel business, continuing to build momentum and execute the division’s strategy. Christian joined FanDuel in 2015 and as President, he oversees FanDuel’s corporate strategy, business

development, strategic partnerships, as well as its legal, regulatory and government affairs functions. He played a pivotal role in unlocking sports betting across the United States, working closely with legislators, regulators and industry

counterparts, and has been instrumental in scaling the business to market leadership in recent years.

Flutter also announces that Dan Taylor, Chief

Executive Officer of Flutter’s international division, will take on the newly created role of President, Flutter Entertainment, while continuing to lead the international business. Dan has been with the Group for over a decade, holding senior

leadership positions across multiple markets and brands. In his new role, Dan will be responsible for the commercial delivery of Flutter’s global brand portfolio, working closely with Peter and leadership teams across the organization to drive

results and maximize the Group’s scale, expertise and investment.

Peter Jackson, Group CEO of Flutter, said: “With significant

growth potential ahead, we have decided this is the right moment for new leadership at FanDuel. I would like to thank Amy for her contribution to Flutter and FanDuel and recognize the impact she has had on the business since joining in 2021. During

this time, FanDuel has experienced periods of strong performance alongside meaningful change and transformation. We wish her every success for the future. I’m delighted that Christian will lead the business. He has a strong track record at

FanDuel and deep market knowledge, and we are confident he will build momentum and continue strengthening FanDuel’s position as the leading online sportsbook and iGaming operator in the US. He will work closely with Dan, who brings extensive

global industry and commercial expertise to his new role. We remain focused on delivering Flutter’s strategy and converting our scale, technology and customer offering into sustained, profitable growth.”

Amy Howe, FanDuel CEO said: “It has been a privilege to lead FanDuel over the past five years. I’m incredibly proud of the business

we’ve built and the talented team behind it, as well as the entertainment experiences we deliver to our customers every day. Together, we have established a clear leadership position in the market, strengthened our product and brand, and built

strong foundations for future growth. With the business well positioned for what comes next, I believe this is the right moment to hand over to new leadership to build on that progress and capture the opportunities ahead. I leave with great

confidence in the team and the future of FanDuel and I look forward to seeing its continued success.”

First Quarter Fiscal 2026 Results and

Conference Call

In a separate press release issued today, Flutter released its first quarter 2026 financial results. The company will host a

conference call to discuss these results at 4:30 p.m. EDT (9:30 p.m. BST) today May 6, 2026.

A public audio webcast of management’s call and

the related Q&A can be accessed by registering via www.flutter.com/investors. Analysts and investors who wish to participate in the live conference call must do so by dialling any of the numbers below and using conference ID 105296569. Please

dial in 10 minutes before the conference call begins.

+1 833 461 5787 (North America)

+44 808 196 8935 (United Kingdom)

+353 1800 851 901 (Ireland)

+61 1800 849 752 (Australia)

+1 585 542 9983

(International)

About Flutter Entertainment plc

Flutter is the world’s leading online sports betting and iGaming operator, with a market leading position in the US and across the world. Our ambition is

to leverage our size and our challenger mindset to change our industry for the better. By Changing the Game, we believe we can deliver long-term growth while promoting a positive, sustainable future for all our stakeholders. We are well-placed to do

so through the distinctive, global advantages of the Flutter Edge, which gives our brands access to group-wide benefits, as well as our clear vision for sustainability through our Positive Impact Plan.

Flutter operates a diverse portfolio of leading online sports betting and iGaming brands including FanDuel, Sky Betting & Gaming, Sportsbet,

PokerStars, Paddy Power, Sisal, Snai, tombola, Betfair, MaxBet, Junglee Games, Adjarabet and Betnacional. We are the industry leader with $16,383m of revenue globally for fiscal 2025, up 17% YoY, and $4,304m of revenue globally for the quarter ended

March 31, 2026.

To learn more about Flutter, please visit our website at www.flutter.com.

Contacts:

Investor Relations:

Media Relations:

Paul Tymms, Investor Relations

Kate Delahunty, Corporate Communications

Ciara O’Mullane, Investor Relations

Lindsay Dunford, Corporate Communications

Rob Allen, Corporate Communications

Email: investor.relations@flutter.com

Email: corporatecomms@flutter.com

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