[6-K] Ryanair Holdings plc American Current Report (Foreign Issuer)

Rhea-AI Filing Summary

Ryanair Holdings plc (RYAAY) filed a Form 6-K containing a TR-1 notification of a change in major shareholdings.

Investment manager Parvus Asset Management Jersey Ltd crossed below the 4 % Irish disclosure threshold on 31 July 2025. Its economic exposure, held entirely through three cash-settled equity swaps, fell from 4.900 % to 3.951 % of Ryanair’s 1,060,599,524 voting rights (41,905,525 rights). Parvus holds no physical shares; its prior position was also derivative-based.

The company was notified on 4 Aug 2025 and reported the change on 5 Aug 2025. The control chain lists Edoardo Mercadante → Parvus Jersey Holdings Ltd → Parvus Asset Management Jersey Ltd.

No operational, financial or guidance information is provided; the filing is solely an ownership disclosure indicating a modest reduction by one shareholder.

Positive

• None.

Negative

• Parvus Asset Management reduced its economic interest from 4.900 % to 3.951 %, signalling slightly lower institutional support and triggering a sub-4 % disclosure.

Insights

Equity Ownership Analyst

TL;DR – Parvus cut its derivative stake to 3.95%; minor ownership shift, limited corporate impact.

Crossing a disclosure threshold can signal sentiment, but the move from 4.90 % to 3.951 % is modest and remains below levels that confer board influence. The stake is via cash-settled swaps, so Parvus lacks direct voting power; Ryanair’s free float effectively rises by 0.95 %. Such derivative adjustments are common in active, event-driven strategies and usually do not affect the issuer’s capital structure or cash flows. I view the filing as neutral for valuation and governance.

Portfolio Manager

TL;DR – Ownership trim is informational, unlikely to move the stock materially.

Parvus has been a sizable, sometimes activist, Ryanair holder. Reducing exposure via swaps rather than outright share sales limits market supply pressure. The absence of rationale, coupled with the small magnitude, prevents a directional trade signal. Liquidity, guidance, and operations remain unaffected. Overall, this disclosure is not impactful to the Ryanair investment thesis.

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 August 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)i
1. Identity of the issuer or the underlying issuer of existing shares to which voting rights are attachedii: Ryanair Holdings Plc
2. Reason for the notification (please tick the appropriate box or boxes): [ ] An acquisition or disposal of voting rights [X] An acquisition or disposal of financial instruments [ ] An event changing the breakdown of voting rights [ ] Other (please specify)iii:
3. Details of person subject to the notification obligationiv :
Name: Parvus Asset Management Jersey Limited		City and country of registered office (if applicable): St Helier, Jersey
4. Full name of shareholder(s) (if different from 3.)v: Parvus Asset Management Jersey Limited has been appointed as Investment Manager to a number of funds. Under the terms of the various investment management agreements, Parvus Asset Management Jersey Limited holds the power to vote any physical shareholdings held by these clients.
5. Date on which the threshold was crossed or reachedvi: 31 July 2025
6. Date on which issuer notified: 04 August 2025
7. Threshold(s) that is/are crossed or reached: Going below 4% of voting rights (by way of equity swaps).
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 issuervii
Resulting situation on the date on which threshold was crossed or reached	0%	3.951%	3.951%	1,060,599,524
Position of previous notification (if applicable)	0%	4.900%	4.900%

9. Notified details of the resulting situation on the date on which the threshold was crossed or reachedviii:
A: Voting rights attached to shares
Class/type ofshares ISIN code (if possible)	Number of voting rightsix					% of voting rights
	Direct			Indirect		Direct		Indirect
SUBTOTAL A
B 1: Financial Instruments according to Regulation 17(1)(a) of the Regulations
Type of financial instrument		Expirationdatex	Exercise/Conversion Periodxi			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	Expirationdatex		Exercise/Conversion Period xi		Physical or cash settlementxii		Number of voting rights		% of voting rights
Equity Swap	05/01/2026		NA		Cash		654,819		0.062%
Equity Swap	01/06/2026		NA		Cash		20,804,243		1.962%
Equity Swap	09/09/2026		NA		Cash		20,446,463		1.928%
					SUBTOTAL B.2		41,905,525		3.951%

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.xiii [X] Full chain of controlled undertakings through which the voting rights and/or thefinancial instruments are effectively held starting with the ultimate controlling natural person or legal entityxiv:
Namexv	% 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
Edoardo Mercadante	N/A	3.951%	3.951%
Parvus Jersey Holdings Limited	N/A	3.951%	3.951%
Parvus Asset Management Jersey Limited	N/A	3.951%	3.951%
11. In case of proxy voting: [name of the proxy holder] will cease to hold [% and number] voting rights as of [date] NA
12. Additional informationxvi:

Done at Jersey on 04 August 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: 05 August, 2025

By:___/s/ Juliusz Komorek____

Juliusz Komorek

Company Secretary

FAQ

What change in ownership does Ryanair (RYAAY) report in this 6-K?

Parvus Asset Management cut its economic exposure to 3.951 % of voting rights, down from 4.900 %.

Does Parvus hold Ryanair shares or derivatives?

All exposure is via cash-settled equity swaps; Parvus owns no physical shares.

When was the 4 % threshold crossed?

The threshold was crossed on 31 July 2025 and notified to Ryanair on 4 August 2025.

How many voting rights do the swaps represent?

The swaps cover 41,905,525 voting rights, equal to 3.951 % of Ryanair’s total.

Does the filing provide reasons for Parvus’s reduction?

No. The Form 6-K is strictly a regulatory disclosure; it does not state Parvus’s rationale.