Ryanair AGM backs all resolutions; pay policy at 61%

Q: What did Ryanair (RYAAY) announce in its September 2026 Form 6-K?

Ryanair announced that shareholders at the 2026 AGM on September 10, 2026 approved all resolutions, including financial statements, a final dividend, director elections and capital authorities, with most resolutions receiving high approval levels.

Q: How did Ryanair (RYAAY) shareholders vote on the 2026 remuneration policy?

The Ryanair remuneration policy (resolution 3) was approved with 61% of votes in favour. The company stated it will continue to consult with shareholders to understand the reasons behind this relatively low level of support.

Q: What support did Ryanair (RYAAY) get for its 2026 remuneration report?

Ryanair’s remuneration report (resolution 2) received 86% shareholder support. This indicates stronger backing than for the separate remuneration policy, which passed with 61% approval.

Q: Did Ryanair (RYAAY) shareholders approve a final dividend at the 2026 AGM?

Yes. The resolution to declare a final dividend was approved with 100% of votes in favour. The filing confirms approval but does not state the amount of the dividend.

Q: What capital authorities did Ryanair (RYAAY) renew at the 2026 AGM?

Shareholders renewed directors’ authority to allot ordinary shares with 92% support, to disapply statutory pre-emption rights with 97%, and to repurchase ordinary shares with 90%, maintaining flexibility over Ryanair’s share capital.

Ryanair’s 2026 AGM saw all resolutions pass, though the remuneration policy drew notably lower 61% shareholder support.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

6-K

Rhea-AI Filing Summary

RYANAIR HOLDINGS PLC (RYAAY) reports that shareholders at the September 10, 2026 AGM approved all resolutions by substantial majorities. Financial statements and the final dividend were each approved with 100% support, and all directors were elected or re-elected with between 95% and 100% backing, except Michael O'Leary at 98%. The remuneration report received 86% support, while the remuneration policy passed with a lower 61% approval. Shareholders also renewed authorities to allot shares (92% support), disapply statutory pre-emption rights (97%), and repurchase ordinary shares (90%).

Positive

All AGM resolutions approved, including financial statements, a final dividend, director elections and key capital authorities, each with at least 86% shareholder support.
Shareholders renewed share issuance, pre-emption disapplication and buyback authorities with strong support of 92%, 97% and 90%, respectively, providing continued corporate flexibility.

Negative

The remuneration policy received only 61% shareholder support, indicating significant investor concern and prompting the company to continue consulting with shareholders on this issue.

Key Figures

Approval of Financial Statements and Reports: 100% Approval of Remuneration Report: 86% Approval of Remuneration Policy: 61% +5 more

8 metrics

Approval of Financial Statements and Reports 100% Shareholder support for resolution 1 at the 2026 AGM

Approval of Remuneration Report 86% Shareholder support for resolution 2 at the 2026 AGM

Approval of Remuneration Policy 61% Shareholder support for resolution 3 at the 2026 AGM

Director elections support range 95%–100% Votes in favour for individual director election and re-election resolutions

Authority to allot ordinary shares 92% Shareholder support for resolution 7 at the 2026 AGM

Disapplication of statutory pre-emption rights 97% Shareholder support for resolution 8 at the 2026 AGM

Authority to repurchase ordinary shares 90% Shareholder support for resolution 9 at the 2026 AGM

Discretionary proxies in favour 0.002% Proportion of shares represented by discretionary proxies voted in favour by the Chairman

Key Terms

Remuneration Policy, Disapplication of Statutory Pre-emption Rights, Authority to Repurchase Ordinary shares, Discretionary proxies

4 terms

Remuneration Policy financial

"Consideration of the Remuneration Policy | 61%"

A remuneration policy is a company’s written guide on how it pays executives and senior managers, covering salary, bonuses, stock awards and other benefits. It matters to investors because it shows how pay is linked to long-term performance and risk—like a recipe that determines whether incentives encourage sustainable growth or reward short-term gains—affecting governance, shareholder returns and potential conflicts of interest.

Disapplication of Statutory Pre-emption Rights regulatory

"Disapplication of Statutory Pre-emption Rights | 97%"

Authority to Repurchase Ordinary shares financial

"Authority to Repurchase Ordinary shares | 90%"

Discretionary proxies financial

"Discretionary proxies representing 0.002% of shares were voted in favour"

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Ryanair (RYAAY) announce in its September 2026 Form 6-K?

Ryanair announced that shareholders at the 2026 AGM on September 10, 2026 approved all resolutions, including financial statements, a final dividend, director elections and capital authorities, with most resolutions receiving high approval levels.

How did Ryanair (RYAAY) shareholders vote on the 2026 remuneration policy?

The Ryanair remuneration policy (resolution 3) was approved with 61% of votes in favour. The company stated it will continue to consult with shareholders to understand the reasons behind this relatively low level of support.

What support did Ryanair (RYAAY) get for its 2026 remuneration report?

Ryanair’s remuneration report (resolution 2) received 86% shareholder support. This indicates stronger backing than for the separate remuneration policy, which passed with 61% approval.

Were all Ryanair (RYAAY) directors re-elected at the 2026 AGM?

Yes. All listed directors were elected or re-elected with between 95% and 100% shareholder support, except Michael O’Leary who received 98%. Several directors, including R. Brennan, E. Daly and others, received 100% support.

Did Ryanair (RYAAY) shareholders approve a final dividend at the 2026 AGM?

Yes. The resolution to declare a final dividend was approved with 100% of votes in favour. The filing confirms approval but does not state the amount of the dividend.

What capital authorities did Ryanair (RYAAY) renew at the 2026 AGM?

Shareholders renewed directors’ authority to allot ordinary shares with 92% support, to disapply statutory pre-emption rights with 97%, and to repurchase ordinary shares with 90%, maintaining flexibility over Ryanair’s share capital.

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

Form 6-K: How Foreign Companies Report to the SEC →

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Available on EDGAR 09/10/2026 - 09:37 AM Accepted by SEC EDGAR 09/10/2026 - 09:37 AM

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 2026

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- ________

RYANAIR SHAREHOLDERS APPROVE ALL AGM RESOLUTIONS

Ryanair Holdings plc today (10 Sept.) held its 2026 AGM, during which shareholders approved all resolutions by substantial majorities. Details of the voting is set out in the table below.

2026 AGM Resolutions

			In favour
1.		Consideration of Financial Statements and Reports	100%
2.		Consideration of the Remuneration Report	86%
3.		Consideration of the Remuneration Policy	61%
4.		Declare Final Dividend	100%
5.		Election/Re-election of Directors
	(a)	R. Conway	99%
	(b)	S. McCarthy	95%
	(c)	E. Brennan	99%
	(d)	R. Brennan	100%
	(e)	E. Daly	100%
	(f)	G. Doherty	100%
	(g)	B. Grabowski	100%
	(h)	E. Köstinger	99%
	(i)	J. Laghrari Laabi	99%
	(j)	A. Nolan	99%
	(k)	A. Rudd	100%
	(l)	M. O'Leary	98%
6.		Directors' Authority to fix the Statutory Auditor Remuneration	99%
7.		Directors' Authority to allot Ordinary Shares	92%
8.		Disapplication of Statutory Pre-emption Rights	97%
9.		Authority to Repurchase Ordinary shares	90%

A more detailed breakdown of the results of the proxy votes received, as well as the full text of the resolutions, is available on the website of the Company at https://investor.ryanair.com/investors-shareholders/agm-2026/.

Discretionary proxies representing 0.002% of shares were voted in favour of the resolutions by the meeting's Chairman.

A Ryanair spokesperson said:

"The Company will continue to consult with shareholders in order to understand the reasons behind the result in respect of resolution 3."

For further info please contact:

Jamie Donovan Cian Doherty

Ryanair Holdings plc Drury

Tel: +353 (0) 1 945 1212 Tel: +353 (0) 1 260 5000

donovanj@ryanair.com ryanair@drury.ie

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.