STOCK TITAN

MFS reaches 5% voting stake in Ryanair Holdings (NASDAQ: RYAAY)

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Ryanair Holdings plc reports that Massachusetts Financial Services Company (MFS) has crossed a major shareholding threshold. MFS now holds 5.00% of Ryanair’s voting rights, up from 4.99%, corresponding to 52,975,465 voting rights out of a total 1,059,347,648.

The holding is made through common stock and depository receipt shares, giving the same voting power on a converted basis. The notice confirms a full chain of controlled undertakings within the MFS group through which these voting rights are effectively held.

Positive

  • None.

Negative

  • None.

AI-generated analysis. How Rhea-AI works. Not financial advice.

See more from StockTitan in Google Search and AI answers. Adds StockTitan as a preferred source · opens Google
Add on Google
Learn about SEC filing dates

FAQ

What major shareholding change in Ryanair (RYAAY) does this 6-K disclose?

Ryanair discloses that Massachusetts Financial Services Company now holds 5.00% of its voting rights, up from 4.99%. This represents 52,975,465 voting rights out of 1,059,347,648, triggering a major shareholding notification in Ireland.

Who is the shareholder crossing the 5% threshold in Ryanair (RYAAY)?

The shareholder is Massachusetts Financial Services Company, a Boston-based asset manager. It invests in Ryanair on behalf of its mutual funds and institutional clients, and its aggregated holdings now carry 5.00% of Ryanair’s total voting rights.

How many Ryanair voting rights does Massachusetts Financial Services control?

Massachusetts Financial Services controls 52,975,465 voting rights in Ryanair. These arise from 815 common stock shares and 26,487,325 depository receipt shares, equivalent to 52,975,465 common stock votes on a converted basis, representing 5.00% of total voting rights.

What is Ryanair’s total number of voting rights referenced in this filing?

Ryanair’s total number of voting rights referenced is 1,059,347,648. Massachusetts Financial Services’ 52,975,465 voting rights represent 5.00% of this total, which is why the crossing of the 5% threshold required a formal major holdings notification.

When did Massachusetts Financial Services cross the 5% voting rights threshold in Ryanair?

Massachusetts Financial Services crossed the 5% voting rights threshold in Ryanair on 2 September 2025. Ryanair was notified on 3 September 2025, and this 6-K reproduces the standard TR-1 major holdings notification submitted in Ireland.

How are Massachusetts Financial Services’ Ryanair holdings structured across group entities?

The filing lists a full chain of controlled undertakings within the Massachusetts Financial Services group. Several entities, including MFS Institutional Advisors and international subsidiaries, are shown under Massachusetts Financial Services Company, which is attributed the 5.00% voting rights position in Ryanair.
SECURITIES AND EXCHANGE COMMISSION
 
 
Washington, D.C. 20549
 
 
FORM 6-K
 
 
Report of Foreign Private Issuer
 
 
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
 
 
 
For the month of September 2025
 
RYANAIR HOLDINGS PLC
(Translation of registrant's name into English)
 
c/o Ryanair Ltd Corporate Head Office
Dublin Airport
County Dublin Ireland
(Address of principal executive offices)
 
 
Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F.
 
Form 20-F..X.. Form 40-F 
 
 
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange
Act of 1934.
 
 
Yes   No ..X..
 
 
If "Yes" is marked, indicate below the file number assigned to the registrant
in connection with Rule 12g3-2(b): 82- ________
 
 
 Standard Form TR-1
  Standard form for notification of major holdings
 
 NOTIFICATION OF MAJOR HOLDINGS (to be sent to the relevant issuer and to the Central Bank of Ireland)
 
 
 
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attached:
RYANAIR HOLDINGS PLC
 
2. Reason for the notification (please tick the appropriate box or boxes):
[X] An acquisition or disposal of voting rights
[ ] An acquisition or disposal of financial instruments
[ ] An event changing the breakdown of voting rights
[ ] Other (please specify):
 
3. Details of person subject to the notification obligation:
 
Name:
Massachusetts Financial Services Company
City and country of registered office (if applicable):
Boston, US
 
4. Full name of shareholder(s) (if different from 3.): 
MFS invests in securities of the issuer on behalf of its various mutual funds and institutional account clients
 
5. Date on which the threshold was crossed or reached:
02 Sep 2025
 
6. Date on which issuer notified: 
03 Sep 2025
 
7. Threshold(s) that is/are crossed or reached:
5%
 
 
 
8. Total positions of person(s) subject to the notification obligation:
 
 
% of voting rights attached to shares
(total of 9.A)
% of voting rights through financial instruments
(total of 9.B.1 + 9.B.2)
Total of both in %
(9.A + 9.B)
Total number of voting rights of issuer
Resulting situation on the date on which threshold was crossed or reached
 
5.00%
 
5.00%
1,059,347,648
Position of previous notification (if applicable)
 
4.99%
 
4.99%
 
 
 
9. Notified details of the resulting situation on the date on which the threshold was crossed or reached:
 
A: Voting rights attached to shares
 
Class/type of shares ISIN code (if possible)
Number of voting rights
 
% of voting rights
Direct
Indirect
 
Direct
Indirect
IE00BYTBXV33 Common Stock
 
52,975,465
( 815 Common Stock shares and 26,487,325 Depository Receipt shares or 52,975,465 Common Stock votes on a converted basis)
 
5.00%
 
 
 
 
 
 
SUBTOTAL A
52,975,465
5.00%
 
 
 
B 1: Financial Instruments according to Regulation 17(1)(a) of the Regulations
 
Type of financial instrument
Expiration date
 
Exercise/ Conversion Period
Number of voting rights that may be acquired if the instrument is exercised/converted
% of voting rights
 
 
 
 
 
 
 
 
SUBTOTAL B.1
 
 
 
 
 
B 2: Financial Instruments with similar economic effect according to Regulation 17(1)(b) of the Regulations
 
Type of financial instrument
Expiration date
 
Exercise/ Conversion Period
Physical or cash settlement
Number of voting rights
% of voting rights
 
 
 
 
 
 
 
 
 
 
SUBTOTAL B.2
 
 
 

 
 
 
 
 
 
 
 
 
 
 
10. Information in relation to the person subject to the notification obligation (please tick the applicable box):
 
[ ] Person subject to the notification obligation is not controlled by any natural person or legal entity and does not control any other undertaking(s) holding directly or indirectly an interest in the (underlying) issuer.
 
[X] Full chain of controlled undertakings through which the voting rights and/or the financial instruments are effectively held starting with the ultimate controlling natural person or legal entity:
 
Name
% of voting rights if it equals or is higher than the notifiable threshold
% of voting rights through financial instruments if it equals or is higher than the notifiable threshold
Total of both if it equals or is higher than the notifiable threshold
Massachusetts Financial Services Company
5.00%
 
5.00%
 
 
 
 
Massachusetts Financial Services Company
5.00%
 
5.00%
MFS Institutional Advisors, Inc.
 
 
 
 
 
 
 
Massachusetts Financial Services Company
5.00%
 
5.00%
MFS Heritage Trust Company
 
 
 
 
 
 
 
Massachusetts Financial Services Company
5.00%
 
5.00%
MFS Institutional Advisors, Inc.
 
 
 
MFS Investment Management Canada Limited
 
 
 
 
 
 
 
Massachusetts Financial Services Company
5.00%
 
5.00%
MFS International Limited
 
 
 
MFS International Holdings Pty Ltd
 
 
 
MFS Investment Management Company (LUX) S.a r.l.
 
 
 
 
 
 
 
Massachusetts Financial Services Company
5.00%
 
5.00%
MFS International Limited
 
 
 
MFS International Holdings Pty Ltd
 
 
 
MFS Investment Management K.K.
 
 
 
 
 
 
 
Massachusetts Financial Services Company
5.00%
 
5.00%
MFS International Limited
 
 
 
MFS International Holdings Pty Ltd
 
 
 
MFS International (U.K.) Limited
 
 
 
 
 
 
 
 
11. In case of proxy voting: [name of the proxy holder]  will cease to hold [% and number] voting rights as of [date].
 
 
12. Additional information:
 
 
Done at Boston on 03 Sep 2025.
 

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.
 
 
RYANAIR HOLDINGS PLC
 
 
 
 
Date: 04 September, 2025
 
 
By:___/s/ Juliusz Komorek____
 
 
 
Juliusz Komorek
 
Company Secretary