Draftkings Inc.

12/03/2024 | Press release | Distributed by Public on 12/03/2024 20:49

Statement of Changes in Beneficial Ownership - Form 4

Ownership Submission
FORM 4
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 that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
(Print or Type Responses)
1. Name and Address of Reporting Person *
Dodge R Stanton
2. Issuer Name and Ticker or Trading Symbol
DraftKings Inc. [DKNG] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Legal Officer
(Last) (First) (Middle)
C/O DRAFTKINGS INC., 222 BERKELEY STREET, 5TH FLOOR 		3. Date of Earliest Transaction (Month/Day/Year)
12/01/2024
(Street)
BOSTON, MA 02116 		4. If Amendment, Date Original Filed (Month/Day/Year)
 6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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
Class A Common Stock 12/01/2024 M 11,029 A (1) 292,178 D
Class A Common Stock 12/01/2024 F 4,809 D $43.65 287,369 D
Class A Common Stock 12/01/2024 M 4,825 A (2) 292,194 D
Class A Common Stock 12/01/2024 F 2,104 D $43.65 290,090 D
Class A Common Stock 12/01/2024 M 857 A (3) 290,947 D
Class A Common Stock 12/01/2024 F 374 D $43.65 290,573 D
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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 control number. SEC 1474 (9-02)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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 Underlying Securities
(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 of Derivative Security: 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 (1) 12/01/2024 M 11,029 (4) (4) Class A Common Stock 11,029 $ 0 99,263 D
Restricted Stock Units (2) 12/01/2024 M 4,825 (5) (5) Class A Common Stock 4,825 $ 0 62,722 D
Restricted Stock Units (3) 12/01/2024 M 857 (6) (6) Class A Common Stock 857 $ 0 2,574 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Dodge R Stanton
C/O DRAFTKINGS INC.
222 BERKELEY STREET, 5TH FLOOR
BOSTON, MA 02116 		Chief Legal Officer

Signatures

/s/ Faisal Hasan, attorney-in-fact 12/03/2024
**Signature of Reporting Person Date

Explanation of Responses:

* 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).
(1) No shares of Class A Common Stock were transferred or sold upon the vesting of the restricted stock units ("RSUs") other than to the Issuer to satisfy withholding taxes. The Reporting Person received the net of the 11,029 shares of Class A Common Stock underlying the RSUs listed in Table II, and 4,809 shares of Class A Common Stock withheld by the Issuer. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.
(2) No shares of Class A Common Stock were transferred or sold upon the vesting of the RSUs other than to the Issuer to satisfy withholding taxes. The Reporting Person received the net of the 4,825 shares of Class A Common Stock underlying the RSUs listed in Table II, and 2,104 shares of Class A Common Stock withheld by the Issuer. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.
(3) No shares of Class A Common Stock were transferred or sold upon the vesting of the RSUs other than to the Issuer to satisfy withholding taxes. The Reporting Person received the net of the 857 shares of Class A Common Stock underlying the RSUs listed in Table II, and 374 shares of Class A Common Stock withheld by the Issuer. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.
(4) On February 13, 2023, the Reporting Person was granted 190,588 RSUs vesting quarterly over four (4) years from March 1, 2023. On April 28, 2023, the vesting terms of 14,119 of such RSUs were amended to provide for vesting in equal monthly installments over one (1) year from April 23, 2023. Accordingly, such 14,119 RSUs are no longer included in the Reporting Person's holdings with respect to the February 13, 2023 grant of 190,588 RSUs.
(5) On February 12, 2024, the Reporting Person was granted 77,196 RSUs vesting quarterly over four (4) years from March 1, 2024.
(6) On February 12, 2024, the Reporting Person was granted 10,293 RSUs vesting in equal monthly installments over one (1) year from March 1, 2024.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.