STOCK TITAN

Capital Group ups Ryanair (RYAAY) voting stake to 15.07% of total

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Ryanair Holdings PLC reports that investment group The Capital Group Companies, Inc. has increased its interest above the 15% disclosure threshold. As of 28 May 2026, entities within Capital Group controlled 15.07% of Ryanair’s total voting rights, equivalent to 156,903,909 voting rights out of 1,041,512,598. The previous notified level was 14.89%. Most of this stake is held via depository receipts and ordinary shares managed by Capital Research and Management Company and related affiliates on behalf of client accounts rather than for Capital Group’s own balance sheet.

Positive

  • None.

Negative

  • None.
Voting rights percentage 15.07% Resulting situation after threshold crossed on 28 May 2026
Previous voting rights percentage 14.89% Position of previous notification
Total issuer voting rights 1,041,512,598 voting rights Total number of Ryanair voting rights outstanding
Depository receipts voting rights 138,968,432 voting rights US7835132033 depository receipts, 13.34% of voting rights
Ordinary shares voting rights 17,935,477 voting rights IE00BYTBXV33 ordinary shares, 1.72% of voting rights
Total voting rights held 156,903,909 voting rights Subtotal A, voting rights attached to shares
American Funds Fundamental Investors stake 3.59% Voting rights held via this mutual fund
voting rights financial
"Total number of voting rights of issuer Resulting situation on the date on which threshold was crossed"
Voting rights are the ability of shareholders to have a say in important company decisions, like choosing leaders or approving big changes. They matter because they give owners a voice in how the company is run, similar to how voters influence elections, ensuring the company acts in shareholders’ interests.
financial instruments financial
"% of voting rights through financial instruments (total of 9.B.1 + 9.B.2)"
Financial instruments are assets or contracts that hold monetary value and can be bought, sold, or traded. They serve as tools for investors to grow, protect, or transfer money, much like how a ticket or voucher can be used to access goods or services. These instruments help individuals and organizations manage financial goals and risks across different markets and economic conditions.
Depository Receipt financial
"US7835132033 Depository Receipt"
A depository receipt is a bank-issued certificate that represents ownership of shares in a foreign company and can be bought and sold on a local stock market without directly trading on the foreign exchange. Think of it like a local receipt for a foreign product that lets you shop at home; it makes cross-border investing simpler and more liquid, but still carries risks from the underlying foreign shares and currency movements.
discretionary investment management financial
"shares reported on this Notification are owned by accounts under the discretionary investment management"
Discretionary investment management is when an investor gives a professional manager authority to make buying, selling, and allocation decisions for their portfolio without needing prior approval for each trade. It matters because the manager can act quickly and tailor choices to reach agreed goals, like a trusted driver who follows your destination and rules while choosing the best route; investors should care about the manager’s experience, strategy, and fees since those directly affect returns and risk.
major holdings financial
"Standard form for notification of major holdings"
Major holdings are the largest assets—such as specific stocks, bonds, cash positions, or other investments—that make up a significant share of a fund’s or investor’s portfolio. They matter because these big positions largely determine performance and risk; like the star players on a team, they can swing returns and reveal whether an investment is heavily concentrated in a particular company, industry, or strategy.
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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 June 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- ________
 
 

 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: The Capital Group Companies, Inc.
 
City and country of registered office (if applicable): Los Angeles, USA
4. Full name of shareholder(s) (if different from 3.): See Box 10
 
5. Date on which the threshold was crossed or reached:
28 May 2026
 
6. Date on which issuer notified:
29 May 2026
 
7. Threshold(s) that is/are crossed or reached:
 
The Capital Group Companies, Inc. increased above 15.00% of total voting rights outstanding. Capital Research and Management Company increased above 15.00% of total voting rights outstanding.
 
 

 
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
15.07%
0.00%
15.07%
1,041,512,598
Position of previous
notification (if applicable)
14.89%
0.00%
14.89%
 
 
 
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
US7835132033
Depository Receipt
 
138,968,432
 
13.34%
IE00BYTBXV33
Ordinary Shares
 
17,935,477
 
1.72%
 
 
 
 
 
SUBTOTAL A
156,903,909
15.07%
 
 
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
N/A
 
 
 
 
 
 
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
N/A
 
 
 
 
 
 
  
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
Capital Research and Management Company
15.07%
 
15.07%
Capital International, Inc.
 
 
 
Capital International Sarl
 
 
 
Capital International Limited
 
 
 
Capital Group Private Client Services, Inc.
 
 
 
American Funds Fundamental Investors (a mutual fund managed by Capital Research and Management Company)
3.59%
 
3.59%
Total
15.07%
 
15.07%
  
 
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:
The Capital Group Companies, Inc. (”CGC”) is the parent company of Capital Research and Management Company (”CRMC”) and Capital Bank & Trust Company (”CB&T”). CRMC is a U.S.-based investment management company that serves as investment manager to the American Funds family of mutual funds, other pooled investment vehicles, as well as individual and institutional clients. CRMC and its investment manager affiliates manage equity assets for various investment companies through three divisions, Capital Research Global Investors, Capital International Investors and Capital World Investors. CRMC is the parent company of Capital Group International, Inc. (”CGII”), which in turn is the parent company of six investment management companies (”CGII management companies”): Capital International, Inc., Capital International Limited, Capital International Sàrl, Capital International K.K., Capital Group Private Client Services Inc, and Capital Group Investment Management Private Limited. CGII management companies primarily serve as investment managers to institutional and high net worth clients. CB&T is a U.S.-based registered investment adviser and an affiliated federally chartered bank.
 
Neither CGC nor any of its affiliates own shares of the Issuer for its own account. Rather, the shares reported on this Notification are owned by accounts under the discretionary investment management of one or more of the investment management companies described above.
 
 
 
Done at Los Angeles on 29 May 2026.
 
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: 02 June, 2026
 
 
By:___/s/ Juliusz Komorek____
 
 
 
Juliusz Komorek
 
Company Secretary

FAQ

What major shareholding change in Ryanair (RYAAY) is disclosed?

The filing shows Capital Group entities now control 15.07% of Ryanair’s voting rights. This represents an increase from 14.89%, crossing the 15% disclosure threshold and confirming Capital Group as a significant institutional holder of Ryanair shares and depository receipts.

How many Ryanair voting rights does Capital Group now hold?

Capital Group-related entities hold 156,903,909 Ryanair voting rights, equal to 15.07% of total voting rights of 1,041,512,598. These voting rights arise from client holdings in depository receipts and ordinary shares managed by Capital Research and Management Company and affiliates.

When did Capital Group cross the 15% voting rights threshold in Ryanair?

The disclosure states the 15% threshold was crossed on 28 May 2026. Ryanair was notified on 29 May 2026, and this position is reported as the resulting situation on the date the threshold was reached for regulatory transparency purposes.

Which Capital Group entity holds most of the Ryanair voting rights?

Capital Research and Management Company is listed with 15.07% of Ryanair’s voting rights. It acts as investment manager for various funds and accounts, including American Funds Fundamental Investors, which alone accounts for 3.59% of Ryanair’s total voting rights.

How are Capital Group’s Ryanair holdings structured between receipts and shares?

The position includes 138,968,432 depository receipts with 13.34% of voting rights and 17,935,477 ordinary shares with 1.72%. Combined, these instruments provide 156,903,909 voting rights, representing 15.07% of Ryanair’s total voting power.

Does Capital Group hold Ryanair shares for its own account?

The disclosure notes that neither Capital Group nor its affiliates own Ryanair shares for their own account. The reported shares are held in client accounts under discretionary investment management by Capital Group’s various investment management companies.