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Certain of our directors and executive officers have made, and may from time to time enter into trading plans or make elections to have shares sold or withheld to cover withholding taxes or pay the exercise price of options, which may be designed to satisfy the affirmative defense conditions of Rule 10b5-1 under the Exchange Act or may constitute non-Rule 10b5-1 trading arrangements (as defined in Item 408(c) of Regulation S-K).
−Removed: On August 16, 2023 , our Chief Financial Officer , Jason Park , entered into a trading arrangement designed to satisfy the affirmative defense conditions of Rule 10b5-1 under the Exchange Act (the "Park 10b5-1 Plan").
−Removed: The Park 10b5-1 Plan provides for the sale of up to 750,000 shares of the Company's Class A Common Stock and terminates on December 2, 2024 or earlier if all transactions under such trading arrangement are completed.
−Removed: On September 8, 2023 , Accomplice Fund I, L.P., Accomplice Fund II, L.P., Accomplice Management Holdings, LLC, Atlas Venture Fund VIII, L.P., and Accomplice Management, LLC, each of which is an affiliate of a member of our board directors , Ryan Moore , entered into a trading arrangement designed to satisfy the affirmative defense conditions of Rule 10b5-1 under the Exchange Act (the "Atlas 10b5-1 Plan").
−Removed: The Atlas 10b5-1 Plan provides for the sale of up to 782,202 shares of the Company's Class A Common Stock and terminates on December 11, 2024 or earlier if all transactions under such trading arrangement are completed.
+Added: On March 5, 2024 , the Paul Liberman 2015 Revocable Trust and the Paul Liberman 2020 Trust, for each of which our President, Global Technology and Product and a member of our board of directors , Paul Liberman , retains investment power, entered into a trading arrangement designed to satisfy the affirmative defense conditions of Rule 10b5-1 under the Exchange Act (the “Liberman 10b5-1 Plan”).
+Added: The Liberman 10b5-1 Plan provides for the sale of up to 2,653,764 shares of the Company’s Class A common stock held by the Paul Liberman 2015 Revocable Trust and 274,617 shares of the Company’s Class A common stock held by the Paul Liberman 2020 Trust and terminates on June 24, 2025, or earlier if all transactions under such trading arrangement are completed.
+Added: On February 28, 2024 , our President, DraftKings North America and a member of our board of directors , Matthew Kalish , entered into a prepaid variable forward sale contract with an unaffiliated third-party buyer , which may constitute a non-Rule 10b5-1 trading arrangement (the “PVF Contract”).
+Added: The PVF Contract obligates Mr.
+Added: Kalish to deliver to such unaffiliated third-party buyer up to an aggregate of 1,150,000 shares of the Company’s Class A common stock following the March 8, 2027 maturity date.
The following exhibits are filed as part of, or incorporated by reference into, this Report:
Exhibit Index
+Added: Agreement and Plan of Merger and Plan of Reorganization, dated as of February 11, 2024, by and among DraftKings Inc., DraftKings Holdings Inc., Fortune Merger Sub Inc., Fortune Merger Sub LLC, JackPocket Inc.
+Added: and Shareholder Representative Services LLC (incorporated by reference to Exhibit 2.1 of the Company's Current Report on Form 8-K, filed with the SEC on February 15, 2024).
+Added: Executive Employment Agreement, dated as of March 17, 2024, by and between DraftKings Inc.
+Added: and Alan Ellingson (incorporated by reference to Exhibit 10.1 of the Company's Current Report on Form 8-K, filed with the SEC on March 18, 2024).
Certification of Chief Executive Officer pursuant to Rules 13a-14 and 15d-14 promulgated under the Securities Exchange Act of 1934.
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DRAFTKINGS INC.
−Removed: November 3, 2023
Chief Financial Officer
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Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.