Sec Form 4 Filing - Robins Jason @ DraftKings Inc. - 2021-05-14

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
Robins Jason
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)
05/14/2021
(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 05/14/2021 M( 1 ) 333,333 ( 2 ) A $ 3.29 333,333 I Held by Robins September 2020 Grantor Retained Annuity Trust
Class A Common Stock 05/14/2021 S( 1 ) 42,937 D $ 42.1 ( 3 ) 290,396 I Held by Robins September 2020 Grantor Retained Annuity Trust
Class A Common Stock 05/14/2021 S( 1 ) 24,300 D $ 42.78 ( 4 ) 266,096 I Held by Robins September 2020 Grantor Retained Annuity Trust
Class A Common Stock 05/14/2021 S( 1 ) 128,896 D $ 44.2 ( 5 ) 137,200 I Held by Robins September 2020 Grantor Retained Annuity Trust
Class A Common Stock 05/14/2021 S( 1 ) 137,200 D $ 44.81 ( 6 ) 0 I Held by Robins September 2020 Grantor Retained Annuity Trust
Class A Common Stock 5,165,734 D
Class A Common Stock 20,168 I Held by Robins Grantor Retained Annuity Trust of 2020
Class A Common Stock 20,567 I Held by Jason Robins Revocable Trust u/d/t January 8, 2014
Class A Common Stock 6,594 I Held by Robins Family LLC
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
Employee Stock Option $ 3.29 05/14/2021 M( 1 ) 333,333 ( 2 ) ( 7 ) 05/03/2028 Class A Common Stock 333,333 $ 0 7,139,439 I Held by Robins September 2020 Grantor Retained Annuity Trust
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Robins Jason
C/O DRAFTKINGS INC.
222 BERKELEY STREET, 5TH FLOOR
BOSTON, MA02116
X See Remarks
Signatures
/s/ Faisal Hasan, attorney-in-fact 05/14/2021
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These transactions were effected pursuant to a Rule 10b5-1 trading plan last amended by the Robins September 2020 Grantor Retained Annuity Trust, of which the Reporting Person serves as Trustee, on December 11, 2020.
( 2 )Represents shares of Class A Common Stock of the Issuer underlying options exercised by the Robins September 2020 Grantor Retained Annuity Trust.
( 3 )The price reported in Column 4 is a weighted average price. These shares were obtained via an exercise and sell transaction and sold in multiple transactions at prices ranging from $41.44 to $42.435, inclusive. The Reporting Person has provided to the Issuer, and undertakes to provide any security holder of the Issuer or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnotes 3, 4, 5 and 6 to this Form 4.
( 4 )The price reported in Column 4 is a weighted average price. These shares were obtained via an exercise and sell transaction and sold in multiple transactions at prices ranging from $42.44 to $43.42, inclusive.
( 5 )The price reported in Column 4 is a weighted average price. These shares were obtained via an exercise and sell transaction and sold in multiple transactions at prices ranging from $43.465 to $44.46, inclusive.
( 6 )The price reported in Column 4 is a weighted average price. These shares were obtained via an exercise and sell transaction and sold in multiple transactions at prices ranging from $44.47 to $45.24, inclusive.
( 7 )The options are vested and currently exercisable.

Remarks:
Chief Executive Officer and Chairman of the Board. In addition, Jason Robins is the sole holder of 393,013,951 shares of Class B Common Stock of the Issuer, which are not registered securities.

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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