Sec Form 4 Filing - Moore Ryan R @ DraftKings Inc. - 2022-05-03

Insider filing report for Changes in Beneficial Ownership
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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
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1. Name and Address of Reporting Person
Moore Ryan R
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
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O DRAFTKINGS INC., 222 BERKELEY STREET, 5TH FLOOR
3. Date of Earliest Transaction (MM/DD/YY)
05/03/2022
(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 05/03/2022 M 1,042 A 31,601 D
Class A Common Stock 6,555,608 I Held by Atlas Venture Fund VIII, L.P.( 2 )
Class A Common Stock 765,616 I Held by Accomplice Fund I, L.P.( 3 )
Class A Common Stock 147,846 I Held by Accomplice Management Holdings, LLC( 4 )
Class A Common Stock 279,989 I Held by Accomplice Fund II, L.P.( 5 )
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 ( 1 )( 6 ) 05/03/2022 A 1,042( 7 ) ( 8 ) ( 8 ) Class A Common Stock 1,042 $ 0 1,042 D
Restricted Stock Units ( 1 )( 6 ) 05/03/2022 M 1,042( 7 ) ( 8 ) ( 8 ) Class A Common Stock 1,042 $ 0 0 D
Restricted Stock Units ( 6 ) 05/03/2022 A 13,342( 9 ) ( 10 ) ( 10 ) Class A Common Stock 13,342 $ 0 13,342 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Moore Ryan R
C/O DRAFTKINGS INC.
222 BERKELEY STREET, 5TH FLOOR
BOSTON, MA02116
X
Signatures
/s/ Frank Castellucci, attorney-in-fact 05/04/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )No shares of Class A Common Stock were transferred or sold upon the vesting of the restricted stock units ("RSUs").
( 2 )The shares are held directly by Atlas Venture Fund VIII, L.P. Atlas VIII. Atlas Venture Associates VIII, L.P. is the sole general partner of Atlas VIII. Atlas Venture Associates VIII, Inc. is the sole general partner of Atlas Venture Associates VIII, L.P. Mr. Moore disclaims Section 16 beneficial ownership of all shares except to the extent of his pecuniary interest, if any, therein. This report shall not be deemed to be an admission that Mr. Moore is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
( 3 )The shares are held directly by Accomplice Fund I, L.P. ("ACC I"). Accomplice Associates I, LLC ("ACC Assoc I") is the sole general partner of ACC I. Mr. Moore is a Managing Member of ACC Assoc I. Mr. Moore disclaims Section 16 beneficial ownership of all shares except to the extent of his pecuniary interest, if any, therein. This report shall not be deemed to be an admission that Mr. Moore is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
( 4 )The shares are held directly by Accomplice Management Holdings, LLC ("ACC Holdings"). Mr. Moore is a Class A Member of ACC Holdings. Mr. Moore disclaims Section 16 beneficial ownership of all shares except to the extent of his pecuniary interest, if any, therein. This report shall not be deemed to be an admission that Mr. Moore is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
( 5 )The shares are held directly by Accomplice Fund II, L.P. ("ACC II"). Accomplice Associates II, LLC ("ACC Assoc II") is the sole general partner of ACC II. Mr. Moore is a Managing Member of ACC Assoc II. Mr. Moore disclaims Section 16 beneficial ownership of all shares except to the extent of his pecuniary interest, if any, therein. This report shall not be deemed to be an admission that Mr. Moore is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
( 6 )Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock.
( 7 )Represents RSU grant that is being issued in lieu of a quarterly cash retainer.
( 8 )The RSUs were granted and became fully vested on May 3, 2022.
( 9 )Represents annual equity grant.
( 10 )The RSUs were granted on May 3, 2022 and shall vest in full on the earlier of the Issuer's annual meeting of shareholders in 2023 and the first anniversary of the grant date.

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