Sec Form 4 Filing - Robins Jason @ DraftKings Inc. - 2023-11-21

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) 11/21/2023 (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 11/21/2023 G( 1 ) 12,947 D $ 0 3,538,689 D Class A Common Stock 11/21/2023 G( 1 ) 51,557 D $ 0 3,487,132 D Class A Common Stock 11/21/2023 G( 1 ) 10,373 D $ 0 3,476,759 D Class A Common Stock 11/21/2023 M 200,000 ( 2 ) A $ 4.7 3,676,759 D Class A Common Stock 11/21/2023 S( 4 ) 200,000 D $ 38.27 ( 5 ) 3,476,759 D Class A Common Stock 11/22/2023 M 5,849 A 3,482,608 D Class A Common Stock 11/22/2023 F 2,828 D $ 38.68 3,479,780 D Class A Common Stock 83,000 I Held by the Robins Family GST Trust 2021

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 Stock Option $ 0.63 11/21/2023 G 492,211 ( 6 ) 03/24/2026 Class A Common Stock 492,211 $ 0 0 ( 7 ) ( 8 ) I Held by Robins Grantor Retained Annuity Trust 2020 Stock Option $ 0.63 11/21/2023 G 327,461 ( 9 ) 02/18/2025 Class A Common Stock 327,461 $ 0 0 ( 10 ) I Held by Robins Grantor Retained Annuity Trust 2020 Stock Option $ 4.7 11/21/2023 M 200,000 ( 11 ) 06/04/2029 Class A Common Stock 200,000 $ 0 896,850 D Restricted Stock Units ( 3 ) 11/22/2023 M 5,849 ( 12 ) ( 12 ) Class A Common Stock 5,849 $ 0 29,246 D Stock Option $ 0.63 ( 6 ) 03/24/2026 Class A Common Stock 400,053 400,053 ( 8 ) D

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 11/24/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents a bona fide gift of the Issuer's Class A Common Stock to a non-profit organization. There was no purchase or sale of shares of Class A Common Stock in connection with the transfer. ( 2 )The Reporting Person acquired shares of Class A Common Stock of the Issuer after the exercise of stock options and paid the aggregate exercise price and the tax withholdings in cash. ( 3 )No shares of Class A Common Stock were transferred or sold upon the vesting of the restricted stock units ("RSUs") other than to the Issuer to satisfy withholding taxes. The Reporting Person received the net of the 5,849 shares of Class A Common Stock underlying the RSUs listed in Table II, and 2,828 shares of Class A Common Stock withheld by the Issuer. Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock. ( 4 )The reported sales were made pursuant to a pre-arranged program for selling share s of Class A Common Stock adopted on February 23, 2023 pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934. ( 5 )The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $37.93 to $38.88, 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 this footnote 5 to this Form 4. ( 6 )These stock options were granted on March 24, 2016. As of the date hereof, all of such remaining stock options have vested. ( 7 )Represents a bona fide gift of 492,211 stock options previously reported as indirectly held by the Robins Grantor Retained Annuity Trust of 2020 to the Robins Family 2020 Irrevocable Trust. There was no purchase or sale of shares of Class A Common Stock or stock options in connection with the transfer. ( 8 )Reflects the transfer of 400,053 stock options previously reported as indirectly held by the Robins Grantor Retained Annuity Trust of 2020 to the Reporting Person. ( 9 )These stock options were granted on February 10, 2016. As of the date hereof, all of such remaining stock options have vested. There was no purchase or sale of shares of Class A Common Stock or stock options in connection with the transfer. ( 10 )Represents a bona fide gift of 327,461 stock options previously reported as indirectly held by the Robins Grantor Retained Annuity Trust of 2020 to the Robins Family 2020 Irrevocable Trust. ( 11 )These stock options were granted on June 4, 2019. As of the date hereof, all of such remaining stock options have vested. ( 12 )On February 22, 2021, the Reporting Person was granted 93,586 RSUs vesting quarterly over 4 years.

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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