Dodge R Stanton's Form 4 filing
DraftKings Inc. (DKNG) · filed Dec 11, 2024
- Accession no.
- 0001104659-24-127732
- Filed
- Dec 11, 2024
- Trade date
- Dec 9, 2024
- Filing delay
- 2 days
- Rule 10b5-1 plan
- Not checked
This filing lists 3 non-derivative transactions and 3 derivative transactions. Open-market sales total $9.77M. It was filed 2 days after the trade.
Reporting owners
A Form 4 can have several reporting owners, such as a person and a fund they control. Trade tables show the first one.
| Owner | Relationship to the company |
|---|---|
| Dodge R StantonCIK 0001404430 | Officer (Chief Legal Officer) |
Non-derivative securities (Table I)
Acquisitions and disposals of common stock and similar shares, one row per line on the filing.
| Trade date | Security | Transaction | Shares | Price | Value | Shares after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Dec 9, 2024 | Class A Common Stock | MOption exerciseAcquired | +314,807 | $2.95 | +$928,680.65 | 605,380 | Direct | |
| Dec 9, 2024 | Class A Common Stock | MOption exerciseAcquired | +165,000 | $2.95 | +$486,750 | 770,380 | Direct | |
| Dec 9, 2024 | Class A Common Stock | SSaleDisposed | −228,496 | $42.74F3 | −$9,765,919.04 | 541,884 | Direct |
Derivative securities (Table II)
Options, warrants, restricted stock units and similar. Shares are the underlying shares; price and value are for the derivative itself, and the holding after is in derivative units.
| Trade date | Security | Transaction | Underlying shares | Unit price | Value | Held after | Ownership | Flags |
|---|---|---|---|---|---|---|---|---|
| Dec 9, 2024 | Class A Common Stock | MOption exerciseDisposed | −314,807 | $0.00 | $0 | 0 | Direct | |
| Dec 9, 2024 | Class A Common Stock | MOption exerciseDisposed | −165,000 | $0.00 | $0 | 1,649,400 | Direct | |
| Dec 9, 2024 | Class A Common Stock | JOtherAcquired | +500,000 | –F5,F6,F7 | – | 500,000 | Direct |
Footnotes and remarks
Livermore keeps the footnotes that transaction prices refer to, all footnotes of amendments (Form 4/A) and the filing's remarks. Other footnotes, such as how indirect holdings are held or the details of a trading plan, are only in the original on SEC EDGAR.
- F3
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $42.66 to $42.92, inclusive. The Reporting Person has provided to the Issuer, and undertakes to provide any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote 3 to this Form 4.
Referenced by the price of 1 transaction in Table I.
- F5
On December 9, 2024, the Reporting Person entered into a prepaid variable forward sale contract with an unaffiliated third party buyer. The contract obligates the Reporting Person to deliver to the buyer up to an aggregate 500,000 shares (the "Base Amount") of the Issuer's Class A Common Stock on a settlement date following November 18, 2026 (the "Maturity Date"). In exchange for assuming this obligation, the Reporting Person will receive a cash payment of $17,645,693 by December 10, 2024. The Reporting Person pledged 500,000 shares of the Issuer's Class A Common Stock (the "Pledged Shares") to secure his obligations under the contract, and retained voting rights in the Pledged Shares during the term of the pledge, but is obligated to pay to the buyer the economic benefits of dividends during the term of the pledge.
Referenced by the price of 1 transaction in Table II.
- F6
The number of shares of the Issuer's Class A Common Stock to be delivered by the Reporting Person to the buyer on the settlement date is to be generally determined as follows: (a) if the closing price of shares of the Issuer's Class A Common Stock on the Maturity Date (the "Settlement Price") is less than $53.59 ("Cap Level") but greater than $38.46 ("Floor Level"), the Reporting Person will deliver a number of shares of the Issuer's Class A Common Stock equal to the Base Amount multiplied by a ratio equal to the Floor Level divided by the Settlement Price; (continued on footnote 7 to this Form 4)
Referenced by the price of 1 transaction in Table II.
- F7
(Continued from footnote 6 to this Form 4) (b) if the Settlement Price is equal to or greater than the Cap Level on the Maturity Date, the Reporting Person will deliver a number of shares of the Issuer's Class A Common Stock equal to the Base Amount multiplied by a ratio equal to a fraction with a numerator equal to the sum of (A) the Floor Level and (B) the excess, if any, of the Settlement Price over the Cap Level, and a denominator equal to the Settlement Price; and (c) if the Settlement Price is equal to or less than the Floor Level on the Maturity Date, the Reporting Person will deliver a number of shares of the Issuer's Class A Common Stock equal to the Base Amount.
Referenced by the price of 1 transaction in Table II.