SEC FORM 4 SEC Form 4
FORM 4 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
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Nada Hany M

(Last) (First) (Middle)
C/O DRAFTKINGS INC.
222 BERKELEY STREET, 5TH FLOOR

(Street)
BOSTON MA 02116

(City) (State) (Zip)
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)
3. Date of Earliest Transaction (Month/Day/Year)
04/28/2021
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 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 04/28/2021 M 11,816 A (1) 1,314,664(2) D
Class A Common Stock 04/28/2021 M 756 A (1) 1,315,420(2) D
Class A Common Stock 5,273(2) I Held by ACME, LLC(3)
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 (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 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 (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (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: 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) 04/28/2021 M 11,816 (4) (4) Class A Common Stock 11,816 $0.00 0 D
Restricted Stock Units (1) 04/28/2021 M 756 (5) (5) Class A Common Stock 756 $0.00 0 D
Explanation of Responses:
1. No shares of Class A Common Stock were transferred or sold upon the vesting of the restricted stock units ("RSUs"). Each RSU represents a contingent right to receive one share of the Issuer's Class A Common Stock and such Reporting Person's shares of Class A Common Stock are subject to the restrictions set forth in the Lock-Up Agreement, dated March 15, 2021, between the Reporting Person and the Initial Purchasers (as defined therein).
2. The shares of Class A Common Stock reported herein give effect to the distributions of shares by ACME SPV DK, LLC for no additional consideration to its members, including the Reporting Person and ACME, LLC, subsequent to the Reporting Person's last Section 16 filing reporting beneficial ownership of Class A Common Stock. As the distributions of such shares constituted only a change in the form of the Reporting Person's beneficial ownership of such shares, the Reporting Person was not required to report the distributions pursuant to Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"). The Reporting Person's direct beneficial ownership reported in Table I includes 1,302,848 shares of Class A Common Stock as a result of the distributions.
3. Represents shares of Class A Common Stock held directly by ACME, LLC for which the Reporting Person shares beneficial ownership. The Reporting Person disclaims beneficial ownership over the shares held by ACME, 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 shares for purposes of Section 16 or for any other purpose.
4. The RSUs were granted on August 12, 2020 and became fully vested on April 28, 2021.
5. The RSUs were granted on February 24, 2021 and became fully vested on April 28, 2021.
/s/ Faisal Hasan, attorney-in-fact 04/30/2021
** Signature of Reporting Person 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.