UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of Earliest Event Reported): April 23, 2024

Flutter Entertainment plc

(Exact Name of Registrant as Specified in its Charter)

Registrant’s Telephone Number, Including Area Code: +353 (87) 223 2455

Not Applicable

(Former Name or Former Address, if Changed Since Last Report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2.):

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

On April 23, 2024, Flutter Entertainment plc issued a Supplementary Information Statement for Beneficial Holders (the “Supplementary Information Statement”) in connection with its 2024 Annual General Meeting to be held on May 1, 2024. The Supplementary Information Statement is furnished as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Exhibit 99.1

Flutter Entertainment plc – 2024 Notice of Annual General Meeting

Supplementary Information Statement for Beneficial Holders

Dear Shareholder,

This notice is being made available to underlying beneficial shareholders of Flutter Entertainment plc (“Flutter”) who hold their shares through an intermediary such as a bank or broker in the DTC settlement system as of 28 March 2024 (“Beneficial Holder”).

The Notice of AGM published by Flutter on 2 April 2024, advised Beneficial Holders on how to vote and noted that if a Beneficial Holder does not direct their bank or broker or other nominee on how to vote their shares, their shares will not be voted at the AGM for any matter that is considered to be “non-routine”.

The New York Stock Exchange has now advised that all proposed resolutions are to be considered “non-routine”, and you should instruct your bank or broker or other nominee as how you wish to vote for each resolution.

Beneficial Holders who previously submitted voting instructions and did not direct their bank or brokers on how to vote on matters which were previously considered “routine” should review their voting instructions.

The Flutter AGM will be held on Wednesday, 1 May 2024 at Flutter’s headquarters at Belfield Office Park, Beech Hill Road, Clonskeagh, Dublin D04 V972, Ireland. This Supplementary Information Statement does not act as an amendment to the Notice of AGM. Except as specifically supplemented by the information contained herein, this Supplementary Information Statement does not modify any other information set forth in the Notice of AGM or the proxy card, and they continue to otherwise be in full force and effect.

If you have any queries, please contact your broker, bank or other financial advisor or Flutter at CoSec@Flutter.com.