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Capital Group trims Ryanair Holdings PLC (RYAAY) stake to 16.91% voting rights

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Ryanair Holdings PLC reports that The Capital Group Companies, Inc. reduced its voting stake below the 17.00% threshold on 24 July 2026. The resulting holding is 16.91% of total voting rights, down from 17.03%, with 0.00% held through financial instruments.

This position represents 175,766,571 voting rights out of 1,039,188,893. It is split between 149,145,848 depository receipts, equal to 14.35% of voting rights, and 26,620,723 ordinary shares, equal to 2.56%. Capital Group indicates these shares are held in client accounts under discretionary investment management rather than for its own account.

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Voting stake after change 16.91% Resulting percentage of Ryanair voting rights on 24 Jul 2026
Previous voting stake 17.03% Capital Group’s position in prior notification
Total voting rights of issuer 1,039,188,893 Total number of Ryanair voting rights outstanding
Total voting rights held 175,766,571 Total Ryanair voting rights controlled by Capital Group
Depository receipts held 149,145,848 Ryanair depository receipt voting rights, 14.35% of total
Ordinary shares held 26,620,723 Ryanair ordinary share voting rights, 2.56% of total
Regulatory threshold crossed 17.00% Capital Group decreased below 17.00% of total voting rights outstanding
voting rights financial
"Total positions of person(s) subject to the notification obligation ... % of voting rights"
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 | | 149,145,848 | | 14.35%"
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.

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

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FAQ

What major shareholding change does Ryanair Holdings (RYAAY) disclose in July 2026?

Ryanair Holdings discloses that The Capital Group Companies reduced its voting stake to 16.91%, falling below the 17.00% threshold. The change was recorded on 24 July 2026 and notified to Ryanair on 27 July 2026.

What percentage of voting rights in Ryanair Holdings (RYAAY) does Capital Group now hold?

Capital Group now holds 16.91% of Ryanair’s total voting rights. This compares with a previous notified position of 17.03%, indicating a modest reduction while remaining a significant shareholder in the company.

How many Ryanair Holdings (RYAAY) voting rights are controlled by Capital Group after the change?

Capital Group controls 175,766,571 Ryanair voting rights after the change. This is out of a total of 1,039,188,893 voting rights for the issuer, giving Capital Group 16.91% of the company’s overall voting power.

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

Capital Group’s position consists of 149,145,848 depository receipts and 26,620,723 ordinary shares. These correspond to 14.35% and 2.56% of Ryanair’s voting rights respectively, combining to the disclosed 16.91% total voting stake.

Does Capital Group hold Ryanair Holdings (RYAAY) shares for its own account or for clients?

Capital Group states that neither it nor its affiliates own Ryanair shares for their own accounts. The 175,766,571 voting rights are held in client accounts under discretionary investment management by Capital Group’s investment management subsidiaries.

Are any Ryanair Holdings (RYAAY) voting rights held by Capital Group through financial instruments?

No. The notification shows 0.00% of Ryanair voting rights held through financial instruments. All of Capital Group’s 16.91% interest is attached directly to shares, via depository receipts and ordinary shares only.

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:
24 Jul 2026
 
6. Date on which issuer notified:
27 Jul 2026
 
7. Threshold(s) that is/are crossed or reached:
The Capital Group Companies, Inc. decreased below 17.00% of total voting rights outstanding. Capital Research and Management Company decreased below 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
 
16.91%
0.00%
16.91%
1,039,188,893
Position of previous notification (if applicable)
 
17.03%
0.00%
17.03%
 
 
 
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
 
 
149,145,848
 
14.35%
IE00BYTBXV33 Ordinary Shares
 
 
26,620,723
 
2.56%
 
 
 
 
 
 
SUBTOTAL A
 
175,766,571
16.91%
 
 
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
 
16.91%
 
16.91%
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
 
16.91%
 
16.91%
 
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 27 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.
 
 
RYANAIR HOLDINGS PLC
 
 
 
 
Date: 28 July, 2026
 
 
By:___/s/ Juliusz Komorek____
 
 
 
Juliusz Komorek
 
Company Secretary