RYANAIR HOLDINGS PLC·4

May 21, 5:02 PM ET

O'Brien David Patrick DPO 4

Research Summary

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Updated

Ryanair (RYAAY) Malta Air CEO David O'Brien Receives RSUs, Sells Shares

What Happened
David Patrick O'Brien (Malta Air CEO & Lauda Joint CEO) had 53,736 restricted stock units (RSUs) convert into common shares on May 19, 2026 following the satisfaction of performance conditions. As part of the vesting/settlement, 8,080 shares were sold in an open-market sell-to-cover transaction at $26.01 per share for proceeds of $210,161; the remainder of the vested shares were retained.

Key Details

  • Transaction date: May 19, 2026; Form 4 filed May 21, 2026.
  • Conversion/acquisition: 53,736 shares from the 2023 conditional RSU award (code M: conversion of derivative).
  • Sale: 8,080 shares sold at $26.01 per share for $210,161 (code S). This sale was to satisfy tax-withholding obligations (sell-to-cover).
  • Retained-share valuation: the retained shares used an underlying price of €22.42, converted to USD at 1.16 (reported per-share USD amount ~$26.01).
  • Grant/vesting background: RSU grant dated March 9, 2023; performance-based vesting conditions were satisfied on May 19, 2026.
  • Shares owned after the transaction: not specified in the filing.
  • No indication in the filing that the transaction was part of a 10b5‑1 plan; sale was reported as sell-to-cover for taxes.

Context
This filing records a vested RSU award converting to common stock, with a routine sell-to-cover to meet tax obligations. The primary action is an award/vesting event (conversion of RSUs) rather than an opportunistic market purchase or directional sale of existing holdings. Such tax-related sales are common and do not necessarily signal management sentiment about the stock.