AWARD CERTIFICATE
Long Term Incentive Plan Award
[Name]
This is to certify that the above employee (the “Participant”) is the holder of an Award under the Flutter Entertainment plc
2023 Long Term Incentive Plan (the “Plan”) granted by Flutter Entertainment plc (the “Company”) on the date (the “Grant
Date”), of the type and over the number of ordinary shares of €0.09 each in Flutter Entertainment plc (“Shares”) as is set in
the table below.
The Award is granted subject to the rules of the Plan (the “Plan Rules”). All definitions used in this Award Notification shall
have the meanings given to them in the Plan Rules unless otherwise defined in this Award Notification.
Subject to the Plan Rules, the Participant’s continued employment and the Remuneration Committee’s determination as
to achievement of the Performance Conditions applicable to each successive three-year Performance Period, the Award
will Vest as set out below:
| | | | | | | |
| | | Number of Shares Under Award | | | Normal Vesting Date (becomes exercisable) | |
| | | | | | | |
* If not exercised by that date, assuming continued employment with the Flutter group of companies.
The maximum number of Shares that may Vest in aggregate under this Award is [●], and in respect of each of the successive
Performance Periods applicable to the Award is as set out in the table above. The Performance Conditions for the first
Performance Period have been set by the Remuneration Committee and accompany this notice. The Performance Conditions
attaching to each subsequent Performance Period will be notified by way of supplementary notification to you at, or as soon
as they have been confirmed by the Remuneration Committee. Performance Conditions may be amended by the
Remuneration Committee at any time in the manner provided for in the Plan Rules.
Subject to the rights of the deceased Participant’s personal representatives to receive Shares pursuant to the Award as set out
in the Plan Rules, the Award shall be personal to the Participant to whom it is granted and is not capable of being transferred,
assigned or changed in any way. Prior to the Vesting and exercise of the Award you shall not have any rights over or in
respect of the Shares and on Vesting and exercise your rights shall be limited to those Shares in respect of which the
Remuneration Committee has determined that relevant Performance Conditions applicable to the relevant Performance
Period have been achieved.
Any Shares allotted or transferred pursuant to the Award shall be subject to the Memorandum and Articles of Association of
the Company as adopted and as amended from time to time.
Participation in the Plan is a discretionary, non-pensionable benefit, which does not form part of the Participant’s contract of
employment. The participant should not assume that an award will be granted each year under the Plan or any other share
plan operated by the Company.
Neither the Award nor the Plan benefit from any special tax treatment. No Group Member warrants that any particular tax
treatment will apply. The participant may be liable to pay income tax and/or social security contributions on the grant,
Vesting or exercise of the Award as per the tax laws in the country where they reside.
A copy of the Plan Rules is available under the Documents section of the Participant’s Shareworks account.