A special resolution to create what are commonly called ‘blank check preferred stocks’ failed to secure the full backing of Flutter Entertainment shareholders at the company’s annual general meeting.
The gambling multinational is going through a period of restructuring, including some senior management changes. While Flutter remains the third largest gambling firm in the world by market cap, its shares have tumbled 55% year-to-date.
If approved, resolution 3(c) would have changed Flutter’s Articles of Association to allow “the issuance of preferred shares with rights and preferences to be determined by the Board from time to time”.
This is otherwise referred to as a ‘blank check preferred stock’. The terms and conditions of these stocks would be set entirely by the Flutter board, effectively giving the board more control over the shares than stakeholders, serving as a means to either raise additional funds or prevent stakeholders.
As a special resolution, 3(c) required approval from 75% of Flutter shareholders, while the 13 other resolutions required more than 50% approval. The majority of stakeholders did approve resolution 3(c), but it fell short of the mark with 53% in favour and 47% against.
Flutter late to the predictions party?
Flutter Entertainment has had a mixed run in 2026. Looking at its business performance, Flutter continues to do well with Q1 2026 revenue of $4.3bn (£3.5bn) during, up 17% from $3.66bn the year prior.
However, net income fell by 38% to $209m (Q1 2025: $335m) due to higher operating costs, amortisation charges linked to acquisitions like the takeover of NSX in Brazil and Snai in Italy, and restructuring costs in the US.
Despite the decline in net income, Flutter maintained its full-year guidance following its first-quarter results, pointing to continued confidence in the underlying performance of its business, particularly in the US where FanDuel remains a market leader.
As mentioned above, the firm’s shares have also plummeted lately, falling from a high of just under £240 per share last year to £72 as of the writing of this article. One of the reasons for this may be uncertainty around prediction platforms, and the impact these are having on the US betting and gaming space.
Flutter has entered the predictions scene, launching FanDuel Predicts as the predictions counterpart to its FanDuel sportsbook – one of the two largest online betting sites in the US alongside DraftKings.
However, there has been some speculation that it may have been too late to join the space, with Fanatics and DraftKings both launching prediction platforms before Flutter. Outside the US, factors like new tax regimes in the UK and Brazil may have also affected confidence.
Flurry of trading around Flutter shares
Amidst all this, there has been a wave of activity around Flutter shares. Some clearly see the business as a valuable long-term investment, like American billionaire Kenneth Dart, who now holds 27% of the voting rights in the company, largely via his Cayman Islands businesses.
While this is purely speculation, Dart’s gradual increasing of his voting rights in Flutter over the past year or so could be indicative of a long-term takeover plan. Creating blank check preferred shares would have given Flutter’s board a bulwark against such a prospect.
Meanwhile, London-based investment firm Parvus Asset Management has also increased its stake in Flutter to 10%, the Canadian Imperial Bank of Commerce increased its share to 5.3%, and American multinational investment giant BlackRock has also increased its shareholding over the 5% reporting threshold.
Not everyone is confident in the business, however. American firm Capital Group reduced its shareholding from 14.9% to 9.9% back in March, while the Irish Independent has reported that four major hedge funds have shorted Flutter stock on the London Stock Exchange to the tune of £640m.
The push by Flutter’s board to set up blank check preferred shares suggests that the board wants to ensure greater control of the company’s financial instruments at a time of constant trading. It may also be indicative of the company’s continuing tilt towards the US markets.
The US has been the biggest revenue generator for the company for some time, and its primary listing has been on the NYSE since 2024, with its secondary being the London Stock Exchange.
Blank check preferred shares are a uniquely US financial instrument. Although there is a UK counterpart, the preference share, Flutter’s push to create these types of shares amidst a review of its LSE listing may not be a coincidence.
