Sec Form 4 Filing - Liberman Paul @ DraftKings Inc. - 2024-08-07

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Liberman Paul
2. Issuer Name and Ticker or Trading Symbol
DraftKings Inc. [ DKNG]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
See Remarks
(Last) (First) (Middle)
C/O DRAFTKINGS INC., 222 BERKELEY STREET, 5TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
08/07/2024
(Street)
BOSTON, MA02116
4. If Amendment, Date Original Filed (MM/DD/YY)
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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 08/07/2024 G( 1 ) 7,860 D $ 0 2,486,378 ( 2 ) ( 3 ) I Held by the Paul Liberman 2015 Revocable Trust
Class A Common Stock 08/09/2024 M 28,309 A 28,309 ( 2 ) D
Class A Common Stock 08/09/2024 F 13,688 D $ 30.34 14,621 D
Class A Common Stock 205,962 I Held by the Paul Liberman 2020 Trust
Class A Common Stock 213,597 I Held by the Paul Liberman 2020 Irrevocable Trust
Class A Common Stock 200,000 I Held by the Rachel Nager Liberman Irrevocable Trust - 2022
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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 ( 4 ) 08/09/2024 M 28,309 ( 5 ) ( 5 ) Class A Common Stock 28,309 $ 0 169,852 D
Stock Options $ 0.63 ( 6 ) 02/18/2025 Class A Common Stock 74,097 74,097 ( 7 ) I Held by the Paul Liberman 2015 Revocable Trust
Stock Options $ 0.63 ( 6 ) 02/18/2025 Class A Common Stock 0 0 ( 7 ) D
Stock Options $ 0.63 ( 6 ) 08/27/2025 Class A Common Stock 191,226 191,226 ( 8 ) I Held by the Paul Liberman 2015 Revocable Trust
Stock Options $ 0.63 ( 6 ) 08/27/2025 Class A Common Stock 0 0 ( 8 ) D
Stock Options $ 0.63 ( 6 ) 03/24/2026 Class A Common Stock 430,547 430,547 ( 9 ) I Held by the Paul Liberman 2015 Revocable Trust
Stock Options $ 0.63 ( 6 ) 03/24/2026 Class A Common Stock 0 0 ( 9 ) D
Stock Options $ 3.29 ( 6 ) 04/18/2028 Class A Common Stock 89,159 89,159 ( 10 ) I Held by the Paul Liberman 2015 Revocable Trust
Stock Options $ 3.29 ( 6 ) 04/18/2028 Class A Common Stock 0 0 ( 11 ) D
Stock Options $ 4.7 ( 6 ) 06/04/2029 Class A Common Stock 629,591 629,591 ( 11 ) ( 12 ) I Held by the Paul Liberman 2015 Revocable Trust
Stock Options $ 4.7 ( 6 ) 06/04/2029 Class A Common Stock 0 0 ( 11 ) ( 12 ) D
Stock Options $ 0.63 ( 6 ) 03/24/2026 Class A Common Stock 53,870 53,870 I Held by the Paul Liberman 2020 Irrevocable Trust
Stock Options $ 3.29 ( 6 ) 04/18/2028 Class A Common Stock 184,968 184,968 I Held by the Paul Liberman 2020 Irrevocable Trust
Stock Options $ 4.7 ( 6 ) 06/04/2029 Class A Common Stock 56,359 56,359 I Held by the Paul Liberman 2020 Irrevocable Trust
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Liberman Paul
C/O DRAFTKINGS INC.
222 BERKELEY STREET, 5TH FLOOR
BOSTON, MA02116
X See Remarks
Signatures
/s/ Faisal Hasan, attorney-in-fact 08/09/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Represents a bona fide gift of the Issuer's Class A Common Stock to a non-profit organization. There was no purchase or sale of Class A Common Stock in connection with the transfer.
( 2 )Reflects the transfer of 777,832 shares of Class A Common Stock previously reported as directly held by the Reporting Person to the Paul Liberman 2015 Revocable Trust, a revocable trust of which the Reporting Person is the lifetime beneficiary and sole trustee. There was no purchase or sale of shares of Class A Common Stock in connection with the transfer.
( 3 )The reported amount reflects an adjustment to correct previous filings which overreported the Reporting Person's holdings by 1,690 shares of Class A Common Stock.
( 4 )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 28,309 shares of Class A Common Stock underlying the RSUs listed in Table II, and 13,688 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.
( 5 )On February 9, 2022, the Reporting Person was granted 452,940 RSUs vesting quarterly over four (4) years.
( 6 )These options are vested and currently exercisable.
( 7 )Reflects the transfer of 74,097 stock options previously reported as directly held by the Reporting Person to the Paul Liberman 2015 Revocable Trust, a revocable trust of which the Reporting Person is the lifetime beneficiary and sole trustee. There was no purchase or sale of shares of Class A Common Stock or stock options in connection with the transfer.
( 8 )Reflects the transfer of 191,226 stock options previously reported as directly held by the Reporting Person to the Paul Liberman 2015 Revocable Trust, a revocable trust of which the Reporting Person is the lifetime beneficiary and sole trustee. There was no purchase or sale of shares of Class A Common Stock or stock options in connection with the transfer.
( 9 )Reflects the transfer of 430,546 stock options previously reported as directly held by the Reporting Person to the Paul Liberman 2015 Revocable Trust, a revocable trust of which the Reporting Person is the lifetime beneficiary and sole trustee. There was no purchase or sale of shares of Class A Common Stock or stock options in connection with the transfer.
( 10 )Reflects the transfer of 15,757 stock options previously reported as directly held by the Reporting Person to the Paul Liberman 2015 Revocable Trust, a revocable trust of which the Reporting Person is the lifetime beneficiary and sole trustee. There was no purchase or sale of shares of Class A Common Stock or stock options in connection with the transfer.
( 11 )Reflects the transfer of 110,200 stock options previously reported as directly held by the Reporting Person to the Paul Liberman 2015 Revocable Trust, a revocable trust of which the Reporting Person is the lifetime beneficiary and sole trustee. There was no purchase or sale of shares of Class A Common Stock or stock options in connection with the transfer.
( 12 )The reported amount reflects an adjustment to correct previous filings which underreported the Reporting Person's holdings by 82 stock options.

Remarks:
President, Global Technology and Product

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.