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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): May 31, 2024

 

 

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)

290 Park Ave South, 14th Floor
New York, New York

    10010
(Address of Principal Executive Offices)     (Zip Code)

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

Not Applicable

(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 7.01

Regulation FD Disclosure.

On May 31, 2024, Flutter Entertainment plc (the “Company”) released, via the Regulatory News Service in London (the “RNS”), an announcement (the “RNS Announcement”) stating that its primary listing is on the New York Stock Exchange (the “NYSE”), effective May 31, 2024, which is furnished as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference. This follows the transfer of the Company’s listing category on the Official List of the United Kingdom Financial Conduct Authority from “Premium Listing (commercial company)” to “Standard Listing (shares)” as of 8:00 a.m. BST / 3:00 a.m. ET on May 31, 2024. The Company’s shares remain eligible for and continue to trade on the Main Market of the London Stock Exchange (the “LSE”) on the Standard Listing segment. The RNS Announcement was made in order to comply with disclosure requirements pursuant to the United Kingdom Financial Conduct Authority’s Disclosure Guidance and Transparency Rules.

On May 31, 2024, the Company also released, via the RNS, an additional announcement regarding a change of the Company’s Chief Financial Officer, which is furnished as Exhibit 99.2 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    RNS Announcement regarding primary listing, dated May 31, 2024
99.2    RNS Announcement regarding directorate/CFO change, dated May 31, 2024
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 31, 2024     By:  

/s/ Edward Traynor

    Name:   Edward Traynor
    Title:   General Counsel and Company Secretary