Sec Form 4 Filing - Salter John S. @ DraftKings Inc. - 2021-05-04

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 Salter John S. 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) 05/04/2021 (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 05/04/2021 M 266 A 12,637 D Class A Common Stock 16,743,300 I Held by RPII DK LLC ( 2 )

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 ) ( 3 ) 05/04/2021 A 266 ( 4 ) ( 5 ) ( 5 ) Class A Common Stock 266 $ 0 266 D ( 6 ) Restricted Stock Units ( 1 ) ( 3 ) 05/04/2021 M 266 ( 4 ) ( 5 ) ( 5 ) Class A Common Stock 266 $ 0 0 D ( 6 ) Restricted Stock Units ( 3 ) 05/04/2021 A 3,563 ( 7 ) ( 8 ) ( 8 ) Class A Common Stock 3,563 $ 0 3,563 D ( 6 )

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Salter John S. C/O DRAFTKINGS INC. 222 BERKELEY STREET, 5TH FLOOR BOSTON, MA02116 X Signatures /s/ Faisal Hasan, attorney-in-fact 05/06/2021 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 )Represents securities of the Issuer owned directly by RPII DK LLC (the "LLC") for which the Reporting Person shares beneficial ownership. The Reporting Person disclaims beneficial ownership over the shares held by the LLC except to the extent of his pecuniary interest therein, if any, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose. ( 3 )Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. ( 4 )Represents RSU grant that is being issued in lieu of a quarterly cash retainer. ( 5 )The RSUs were granted and became fully vested on May 4, 2021. ( 6 )The reporting person is party to a Nominee and Assignment Agreement with The Raine Group LLC ("Raine") pursuant to which he will be required to transfer the shares of the Issuer's Class A Common Stock underlying such RSUs to Raine upon settlement thereof. The reporting person disclaims beneficial ownership of the RSUs except to the extent of his pecuniary interest therein, and the filing of this Form 4 shall not be deemed an admission that the reporting person is the beneficial owner of the RSUs for purposes of Section 16 or for any other purpose. ( 7 )Represents annual equity grant. ( 8 )The RSUs were granted on May 4, 2021 and shall vest in full on the earlier of the Issuer's annual meeting of shareholders in 2022 and the first anniversary of the grant date.

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).

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