Capital Group lifts Ryanair Holdings plc (NASDAQ: RYAAY) voting stake to 17.03%

Q: What ownership threshold did Capital Group cross in Ryanair Holdings (RYAAY)?

Capital Group crossed the 17.00% ownership threshold in Ryanair’s voting rights. Its resulting position is 17.03% of total voting rights outstanding, triggering a major holdings notification under applicable Irish and EU transparency rules.

Q: How many Ryanair (RYAAY) voting rights does Capital Group now hold?

Capital Group entities now hold 176,995,434 Ryanair voting rights. This represents 17.03% of the issuer’s total 1,039,188,893 voting rights, as disclosed in the major holdings notice dated 16 July 2026.

Q: How is Capital Group’s Ryanair (RYAAY) stake split between depository receipts and ordinary shares?

Capital Group’s Ryanair stake consists of 151,686,964 voting rights via depository receipts (14.60%) and 25,308,470 voting rights via ordinary shares (2.44%), totaling 176,995,434 voting rights, or 17.03% of the company’s voting rights.

Q: When did Capital Group cross the 17% voting rights threshold in Ryanair (RYAAY)?

The 17% voting rights threshold in Ryanair was crossed on 16 Jul 2026 . Ryanair was notified on 17 Jul 2026 , and the updated 17.03% holding was then disclosed as a major holdings event.

Q: Does Capital Group own Ryanair (RYAAY) shares for its own account?

No. The notice states that neither The Capital Group Companies, Inc. 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 investment management companies.

Filing Impact

(Neutral)

Filing Sentiment

(Neutral)

Form Type

6-K

Rhea-AI Filing Summary

Ryanair Holdings plc reports that The Capital Group Companies, Inc. and related entities have increased their holding of voting rights above 17% of the company’s total voting rights. As of the threshold crossing on 16 Jul 2026, Capital Group controls 17.03%, or 176,995,434 voting rights, out of 1,039,188,893 total voting rights.

This position comprises 151,686,964 voting rights via depository receipts (14.60%) and 25,308,470 via ordinary shares (2.44%), up from a previously notified 16.08%. Capital Group explains that neither it nor its affiliates hold the shares for their own account; they are owned by client accounts under discretionary investment management.

Key Figures

Capital Group voting stake: 17.03% of voting rights Total voting rights of issuer: 1,039,188,893 voting rights Voting rights held by Capital Group: 176,995,434 voting rights +5 more

8 metrics

Capital Group voting stake 17.03% of voting rights Resulting situation after threshold was crossed on 16 Jul 2026

Total voting rights of issuer 1,039,188,893 voting rights Total number of voting rights of Ryanair Holdings plc

Voting rights held by Capital Group 176,995,434 voting rights Total voting rights attached to shares held by Capital Group entities

Depository Receipts voting rights 151,686,964 voting rights (14.60%) US7835132033 depository receipts held by Capital Group

Ordinary Shares voting rights 25,308,470 voting rights (2.44%) IE00BYTBXV33 ordinary shares held by Capital Group

Previous Capital Group voting stake 16.08% of voting rights Position of previous notification for Ryanair

American Funds Fundamental Investors stake 3.82% of voting rights Portion of Ryanair voting rights attributed to this mutual fund

Date threshold crossed 16 Jul 2026 Date Capital Group’s holdings exceeded 17% of total voting rights

Key Terms

voting rights, financial instruments, Depository Receipt, discretionary investment management, +1 more

5 terms

voting rights financial

"Total number of voting rights of issuer 1,039,188,893"

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 151,686,964 14.60%"

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 are owned by accounts under 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.

mutual fund financial

"American Funds Fundamental Investors (a mutual fund managed by Capital Research and Management Company)"

A mutual fund is a pooled investment that collects money from many investors to buy a mix of stocks, bonds or other assets, managed by professional investors. Think of it as a shared basket of investments that gives individuals instant diversification and professional oversight without buying each holding themselves. It matters to investors because it can reduce risk, simplify investing and comes with fees and performance that determine returns.

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

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Available on EDGAR 07/20/2026 - 11:34 AM Accepted by SEC EDGAR 07/20/2026 - 11:34 AM

FAQ

What ownership threshold did Capital Group cross in Ryanair Holdings (RYAAY)?

Capital Group crossed the 17.00% ownership threshold in Ryanair’s voting rights. Its resulting position is 17.03% of total voting rights outstanding, triggering a major holdings notification under applicable Irish and EU transparency rules.

How many Ryanair (RYAAY) voting rights does Capital Group now hold?

Capital Group entities now hold 176,995,434 Ryanair voting rights. This represents 17.03% of the issuer’s total 1,039,188,893 voting rights, as disclosed in the major holdings notice dated 16 July 2026.

How is Capital Group’s Ryanair (RYAAY) stake split between depository receipts and ordinary shares?

Capital Group’s Ryanair stake consists of 151,686,964 voting rights via depository receipts (14.60%) and 25,308,470 voting rights via ordinary shares (2.44%), totaling 176,995,434 voting rights, or 17.03% of the company’s voting rights.

When did Capital Group cross the 17% voting rights threshold in Ryanair (RYAAY)?

The 17% voting rights threshold in Ryanair was crossed on 16 Jul 2026. Ryanair was notified on 17 Jul 2026, and the updated 17.03% holding was then disclosed as a major holdings event.

Does Capital Group own Ryanair (RYAAY) shares for its own account?

No. The notice states that neither The Capital Group Companies, Inc. 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 investment management companies.

What was Capital Group’s previous notified stake in Ryanair (RYAAY)?

Before this change, Capital Group’s previously notified position in Ryanair was 16.08% of total voting rights. The new notification shows an increase to 17.03%, reflecting additional voting rights attached to Ryanair shares.

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 July, 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: 16 Jul 2026
6. Date on which issuer notified: 17 Jul 2026
7. Threshold(s) that is/are crossed or reached: The Capital Group Companies, Inc. increased above 17.00% of total voting rights outstanding. Capital Research and Management Company increased above 17.00% 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		17.03%		0.00%			17.03%		1,039,188,893
Position of previous notification (if applicable)		16.08%		0.00%			16.08%

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			151,686,964							14.60%
IE00BYTBXV33 Ordinary Shares			25,308,470							2.44%

SUBTOTAL A	176,995,434							17.03%

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):s
[ ] 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	17.03%		17.03%
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)	3.82%		3.82%
Total	17.03%		17.03%

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 17 Jul 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.