0001387131-22-004080.txt : 20220329 0001387131-22-004080.hdr.sgml : 20220329 20220329161438 ACCESSION NUMBER: 0001387131-22-004080 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20220329 DATE AS OF CHANGE: 20220329 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: RYANAIR HOLDINGS PLC CENTRAL INDEX KEY: 0001038683 STANDARD INDUSTRIAL CLASSIFICATION: AIR TRANSPORTATION, SCHEDULED [4512] IRS NUMBER: 000000000 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-52881 FILM NUMBER: 22780935 BUSINESS ADDRESS: STREET 1: C/O RYANAIR LTD CORPORATE HEAD OFFICE STREET 2: DUBLIN AIRPORT CITY: COUNTY DUBLIN IRELAN STATE: L2 BUSINESS PHONE: 3538444440 MAIL ADDRESS: STREET 1: CT CORPORATION SYSTEM STREET 2: 1633 BROADWAY CITY: NEW YORK STATE: NY ZIP: 10019 FORMER COMPANY: FORMER CONFORMED NAME: RYANAIR HOLDINGS LTD DATE OF NAME CHANGE: 19970506 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: HSBC HOLDINGS PLC CENTRAL INDEX KEY: 0001089113 STANDARD INDUSTRIAL CLASSIFICATION: SAVINGS INSTITUTION, FEDERALLY CHARTERED [6035] IRS NUMBER: 000000000 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 8 CANADA SQUARE CITY: LONDON STATE: X0 ZIP: E145HQ BUSINESS PHONE: 442079913048 MAIL ADDRESS: STREET 1: 8 CANADA SQUARE CITY: LONDON STATE: X0 ZIP: E14 5HQ SC 13G 1 ryan-sc13g_032322.htm ACQUISITION OF BENEFICIAL OWNERSHIP

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

SCHEDULE 13G

 

Under the Securities Exchange Act of 1934

(Amendment No. ________)*

 

RYANAIR HOLDINGS PLC
(Name of Issuer)
 
Ordinary Shares, par value 0.6 euro cent per share
(Title of Class of Securities)
 
G7727C186
(CUSIP Number)

 

December 31, 2013

(Date of Event which Requires Filing of this Statement)

 

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

 

Rule 13d-1(b)

 

Rule 13d-1(c)

 

Rule 13d-1(d)

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 

 
 

 

CUSIP No. G7727C186 13G Page 2 of 7

 

1 NAMES OF REPORTING PERSONS  
I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)  
HSBC Holdings plc  
 
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)  
(a)  
(b)  
3 SEC USE ONLY  
4 CITIZENSHIP OR PLACE OF ORGANIZATION  
Incorporated in England with limited liability  
 

 

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER  
77,841,017  
 
6 SHARED VOTING POWER  
0  
 
7 SOLE DISPOSITIVE POWER  
77,841,017  
 
8 SHARED DISPOSITIVE POWER  
0  
 

 

9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON  
77,841,017  
 
10 CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)  
 
 
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)  
6.9% (1)  
 
12 TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)  
HC  
 

(1) The information set forth herein regarding percentages of beneficial ownership is based upon information obtained from the Issuer regarding the 1,128,585,028 Ordinary Shares (defined below), underlying American Depositary Receipts disclosed as outstanding as of June 30, 2022 by the Issuer in the prospectus filed with the Securities and Exchange Commission on January 27, 2021.

 

 
 

 

CUSIP No. G7727C186 13G Page 3 of 7

 

Item 1.

 

  (a)

Name of Issuer

Ryanair Holdings plc

     
  (b)

Address of Issuer’s Principal Executive Offices

c/o Ryanair DAC

Dublin Office

Airside Business Park, Swords

County Dublin, K67 NY94, Ireland

 

Item 2.

 

  (a)

Name of Person Filing

HSBC Holdings plc

     
  (b)

Address of the Principal Office or, if none, residence

8 Canada Square, London E14 5HQ, United Kingdom

     
  (c)

Citizenship

Incorporated in England with limited liability

     
  (d)

Title of Class of Securities

Ordinary Shares, par value 0.6 euro cent per share (“Ordinary Shares”)

     
  (e)

CUSIP Number

G7727C186

     

 

Item 3. If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:

 

  (a) Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o).
       
  (b) Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c).
       
  (c) Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c).
       
  (d) Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).
       
  (e) An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
       
  (f) An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
       
  (g) A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
       
  (h) A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
       
  (i) A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
       
  (j) A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J)
       
  (k) Group, in accordance with §240.13d-1(b)(1)(ii)(J).
     
           

 

 
 

 

CUSIP No. G7727C186 13G Page 4 of 7

 

 

Item 4. Ownership.

 

Provide the following information regarding the aggregate number and percentage of the class of securities of the issuer identified in Item 1.

 

  (a) Amount beneficially owned: 77,841,017
       
  (b) Percent of class: 6.9%
       
  (c) Number of shares as to which the person has: 77,841,017
       
    (i) Sole power to vote or to direct the vote 77,841,017
       
    (ii) Shared power to vote or to direct the vote 0
       
    (iii)  Sole power to dispose or to direct the disposition of 77,841,017
       
    (iv) Shared power to dispose or to direct the disposition of 0
       
 
 

 

 

CUSIP No. G7727C186 13G Page 5 of 7

 

As part of this late report all missed reports from May 2013 to date are included in the table below:

 

  Reporting Date   Position   Percentage
  December 31, 2013   80,702,020   5.8%
  December 31, 2014   62,969,710   4.5%
  December 31, 2015   73,791,424   5.6%
  December 31, 2016   113,916,857   9.2%
  December 31, 2017   43,537,511   3.7%
  December 31, 2018   47,612,364   4.3%
  December 31, 2019   8,266,384   0.7%
  December 31, 2020   55,108,246   4.9%
  December 31, 2021   77,841,017   6.9%

 

 

Item 5.

 

Ownership of Five Percent or Less of a Class.

 

If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following .

 

Item 6.

Ownership of More than Five Percent on Behalf of Another Person.

 

HSBC Bank plc has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Ordinary Shares covered by this Statement that may be deemed to be beneficially owned by the Reporting Person. Such interests of Ryanair Holdings plc relates to more than 5 percent of the class of Ordinary Shares.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company.

 

HSBC Global Asset Management (Canada) Limited

HSBC Global Asset Management (UK) Limited

HSBC Global Asset Management (France)

HSBC Global Asset Management (International) Limited

HSBC Bank plc

HSBC Continental Europe

HSBC Securities (USA) Inc.

HSBC Investment Management

HSBC International Trustee Limited

HSBC Trustee (Singapore) Limited

HSBC Trustee (C.I.) Limited

HSBC Trust Company (UK) Limited

INKA Internationale Kapitalanlagegesellschft mbH Dusseldorf

HSBC Private Bank (Suisse) SA

 

Item 8.

Identification and Classification of Members of the Group.

 

N/A

 
 

 

CUSIP No. G7727C186

13G Page 6 of 7

 

 

 

Item 9.

 

Notice of Dissolution of Group.

 

N/A

 

Item 10.  Certification.
   
  By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under § 240.14a-11.
   
 
 

 

CUSIP No. G7727C186 13G Page 7 of 7

 

 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

 

 

Dated: March 29, 2022

 

 

HSBC Holdings plc

 

By: /s/ Aileen Taylor

Name: Aileen Taylor

Title: Company Secretary