Gruber Andreas 4

What Happened

• Andreas Gruber, Lauda Joint CEO of Ryanair Holdings plc (RYAAY), had 26,867 restricted stock units (RSUs) vest and convert one‑for‑one into common shares on May 19, 2026. Of those, 13,467 shares were sold in an open‑market sell-to-cover transaction at $26.01 per share, generating $350,277. The remaining 13,400 shares were retained.

Key Details

• Transaction date: May 19, 2026; Form filed May 21, 2026 (filed within the usual two business‑day window).
• Sale: 13,467 shares disposed at $26.01 per share for proceeds of $350,277.
• Award/Conversion: 26,867 RSUs converted into common stock (one-for-one).
• Shares retained after sell-to-cover: 13,400.
• Footnotes: F1 confirms RSUs convert one-for-one; F2 notes the sale was a sell-to-cover to satisfy tax withholding; F3 explains the retained‑share per‑share price was €22.42 converted to $26.01 using the May 19, 2026 FX rate; F4 states the RSU grant was from March 9, 2023 and vested upon satisfaction of performance conditions on May 19, 2026.
• Transaction codes: M = conversion/exercise of derivative (RSU conversion); S = open market sale.

Context

• This was primarily an award vesting event (performance conditions met) with a routine sell-to-cover to satisfy tax withholding — common for equity compensation and not itself a directional buy/sell signal. The filing shows conversion of RSUs into shares and partial disposition rather than a separate market purchase.