Transaction in Own Shares

AMERICAN DEPOSITARY SHARE BUY-BACK PROGRAMME

Following completion of Ryanair's latest share buy-back programme (€550m) announced on 08 November 2016 and as outlined in the Q3 results on 06 February 2017, Ryanair Holdings plc (the "Company") announces that it has entered into arrangements with its brokers, Citigroup Global Markets Limited ("Citigroup") and J&E Davy ("Davy"), to commence an ADS buy-back programme to repurchase on its behalf, ordinary shares of €0.006 each (the "Shares") underlying American Depositary Shares ("ADS"), during the period commencing on 17 February 2017 and ending on such date as the Company may announce. These arrangements include the provision for the Company to give irrevocable instructions to Citigroup and Davy to purchase ADS during the Company's closed periods without influence from the Company. The purpose of the ADS buy-back programme is to reduce the share capital of the Company. Accordingly, all Shares repurchased will be cancelled.

These arrangements are in accordance with the Company's general authority to repurchase Shares and Shares underlying ADS, Chapter 9 of the Listing Rules of the Irish Stock Exchange, the applicable laws and regulations of the Irish Stock Exchange and where relevant, those provisions of Market Abuse Regulation 596/2014/EU dealing with buy-back programmes and Rule 10b-18 and Rule 10b-5 of the Securities Exchange Act of 1934. Citigroup and/or Davy may be undertaking transactions in the Shares (which may include participation in block purchases) during this period in order to meet their respective obligations pursuant to this buy-back.

The maximum consideration payable by the Company in respect of repurchases of Shares underlying ADS under these arrangements is up to €150 million. The timing and the actual number of Shares repurchased will be dependent on market conditions, legal and regulatory requirements and the other terms and limitations contained in the plans.

For further information

please contact: Robin Kiely Piaras Kelly

Ryanair DAC Edelman Ireland

Tel: +353-1-9451271 Tel: +353-1-6789 333

[email protected] [email protected]