ANNUAL REPORT 2021 Alejandra Leslie Tracey Carol Lorna Aine Head of Communications Head of Inflight Safety, Chief Financial Ocer Chief Risk Ocer Deputy Director HR Head of Customers Security & Regulatory Compliance & Audiences Alejandra Leslie Tracey Carol Lorna Aine Head of Communications Head of Inflight Safety, Chief Financial Ocer Chief Risk Ocer Deputy Director HR Head of Customers Security & Regulatory CelebratingCompliance the Leaders & Audiences of Ryanair Danielle Shauna Izabella Rose Jennifer Chiara Head of Digital Head of HR Head of Customer Operations, Standards Captain Data Protection Ocer Head of Sales & Marketing Training & Quality Danielle Shauna Izabella Rose Jennifer Chiara Head of Digital Head of HR Head of Customer Operations, Standards Captain Data Protection Ocer Head of Sales & Marketing Training & Quality Sinead Laura Joelle Lisa Yvonne Tracy Director of Inflight Head of Product & Design Deputy Director of Security Deputy Director Head of Pilot Rostering Director of Customer Service & Compliance of Technical Services Sinead Laura Joelle Lisa Yvonne Tracy Director of Inflight Head of Product & Design Deputy Director of Security Deputy Director Head of Pilot Rostering Director of Customer Service & Compliance of Technical Services Aoife Lisa Sinead Ruth Sandra Heli Head of Inflight Retail Deputy Director HR General Manager Head of Brand Communications Head of Payroll Head of Internal Audit Ground Operations Aoife Lisa Sinead Ruth Sandra Heli Head of Inflight Retail Deputy Director HR General Manager Head of Brand Communications Head of Payroll Head of Internal Audit Ground Operations Here’s to our fantastic female leaders who have helped us navigate through this challenging year. CONTENTS 1 Financial Summary 3 Chairman's Report 5 Group CEO Report 11 Directors' Report 15 Corporate Governance Report 33 Environmental & Social Report 59 Report of the Remuneration Committee on Directors’ Remuneration 65 Statement of Directors’ Responsibilities in respect of the Annual Report and the Financial Statements 66 Responsibility Statement as required by the Transparency Directive and U.K. Corporate Governance Code 67 Independent auditor’s report to the members of Ryanair Holdings plc 75 Presentation of Financial & Certain Other Information 76 Cautionary Statement Regarding Forward-Looking Information 77 Detailed Index 80 Key Information 83 Risk Factors 102 Information on the Company 127 Operating and Financial Review and Prospects 129 Critical Accounting Policies 139 Directors, Senior Management and Employees 147 Major Shareholders and Related Party Transactions 148 Financial Information 152 Additional Information 165 Quantitative and Qualitative Disclosures about Market Risk 170 Controls and Procedures 173 Consolidated Financial Statements 236 Company Financial Statements 242 Directors and Other Information 243 Appendix RYANAIR GROUP Annual Report 2021 Financial Summary INCOME STATEMENT MAR 31, 2021 MAR 31, 2020 MAR 31, 2019 €’m €’m €’m Scheduled Revenue 1,036 5,566 5,261 Ancillary Revenue 600 2,929 2,436 Total Revenue 1,636 8,495 7,697 Fuel 543 2,762 2,427 Ex-Fuel Costs 1,932 4,605 4,254 Total Operating Costs 2,475 7,367 6,681 Interest (54) (50) (68) Hedge Ineffectiveness (216) (407) — (Loss)/Profit Before Tax (1,109) 671 948 Tax 94 (22) (63) (Loss)/Profit After Tax (1,015) 649 885 BALANCE SHEET MAR 31, 2021 MAR 31, 2020 MAR 31, 2019 €’m €’m €’m Non-Current Assets 8,870 10,253 9,447 Gross Cash 3,150 3,808 3,195 Current Assets 308 686 609 Total Assets 12,328 14,747 13,251 Current Liabilities 3,527 5,508 4,097 Non-Current Liabilities 4,154 4,325 3,939 Shareholder Equity 4,647 4,914 5,215 Total Liabilities & Equity 12,328 14,747 13,251 Net Debt 2,277 403 450 1 RYANAIR GROUP Annual Report 2021 Key Stats at a Glance (March 31, 2021): 149m guests 15,000 + pre-Covid-19 (27.5m FY21) Aviation Professionals 200m p.a. by FY26 Choice & Coverage Service from 2,000 + 86 225 Daily flights Bases Across Europe Airports Unrivaled Footprint 96% Operates in On-time performance 37 Countries 36 year Safety record • 422 Boeing 737s 83g CO2 emissions pax/km • 210 Gamechangers on order (66g pre-Covid due to • 29 A320s higher load factor) • 87% unencumbered fleet CDP S&P and Fitch B- Climate Protection Rating BBB Credit Ratings 2 RYANAIR GROUP Annual Report 2021 CHAIRMAN’S REPORT I wish to personally thank our dedicated team of over 15,000 aviation professionals and my Board colleagues who worked tirelessly throughout the past year to ensure that the Ryanair Group emerges strongly from the Covid-19 crisis. Dear Shareholder, Fiscal year 2021 (FY21) was the most challenging • CDP awarded Ryanair a very strong (first time) in Ryanair’s 36-year history. Covid-19 saw traffic “B-” climate protection score. collapse, almost overnight, from 149m to just 27.5m • Non-EU shareholder voting rights were restricted as many European Governments imposed flight post Brexit. bans, travel restrictions and national lockdowns in an effort to combat the pandemic. This created The Ryanair Group responded promptly, and enormous disruptions and uncertainty for both our effectively, to the Covid-19 crisis by working hard customers and our people and led to significant to assist millions of customers with flight changes, challenges for our industry. refunds and changed travel plans. Cost reduction and cash preservation were prioritized with the Highlights of FY21 include: Group lowering cash burn, participating in EU • Traffic fell 81% from 149m to 27.5m due to Government payroll support schemes, cancelling Covid-19 travel restrictions. share buybacks and deferring non-essential capital • Liquidity preservation prioritized with €3.15bn expenditure. Thanks to our strong balance sheet, and cash at year end (March 31). BBB investment grade rating, the Group successfully • Cost reductions implemented across all Group raised €1.95bn new finance (including €400m share airlines. placing, €850m Eurobond and £600m U.K. CCFF) • Unprecedented backlog of Covid-19 customer throughout FY21. Additionally, following the release requests /refunds processed. of full-year results in May, the Group issued €1.2bn, • Job losses minimized via engagement with our 5-year unsecured, bonds at our lowest ever coupon people and their unions. of 0.875%. This leaves the Group well positioned as • B737-8200 “Gamechanger” firm order increased it recovers operations this summer (thanks to the to 210 aircraft (from 135). successful European rollout of Covid-19 vaccines), 3 RYANAIR GROUP Annual Report 2021 and capitalizes on the many growth opportunities same time keeping our pilots, cabin crew and that are available across Europe for our lowest cost/ aircraft current and ready to resume service once low fares model. normality returns. Following my appointment as Chairman in June 2020, I asked Róisín Brennan to Following over two years of delays, Ryanair took become the non-executive director responsible for delivery of our first Boeing 737-8200 “Gamechanger” workforce engagement. Róisín held a series of panel aircraft in June. This aircraft, which has 4% more discussions with staff groups last year and updates seats, delivers 16% less fuel burn and 40% lower the Board quarterly. Additionally, I appointed Louise noise emissions, will enable the Ryanair Group to Phelan as Senior Independent Director and refreshed grow traffic to 200m p.a. within the next 5-years the Chairs and membership of the Nominations and while reducing our CO2 and noise footprint for the Remuneration Committees. next decade. In December, I travelled to Washington D.C. to sign a contract where the Group increased I wish to personally thank our dedicated team of its firm orders for the Gamechanger from 135 to over 15,000 aviation professionals and my Board 210 aircraft - while securing further, modest, price colleagues who worked tirelessly throughout the discounts. past year to ensure that the Ryanair Airlines Group emerges strongly from the Covid-19 crisis. As we ESG is a key focus area for the Board and Ryanair’s hopefully return to more normal operations this new Director of Sustainability briefs the Board summer, we look forward to welcoming our guests quarterly. In FY21 Ryanair received a (first time) back onboard. Finally, I would like to thank you, our “B-” industry leading climate protection rating from shareholders, for your ongoing support. independent ratings agency CDP and announced an ambitious goal to power 12.5% of flights with Yours sincerely, sustainable aviation fuels (SAF) by 2030. Throughout the Covid-19 crisis we minimized job losses through agreed pay cuts (with pay restoration from years Stan McCarthy 3 to 5 of multi-year agreements) and participation Chairman in Government job support schemes, while at the July 23, 2021 4 RYANAIR GROUP Annual Report 2021 CEO REPORT We are pleased to present our Annual Report for the year to March 31, 2021, a year during which our business was devastated by the Covid-19 pandemic, which posed an unprecedented crisis for the world in general, but more especially for the airline industry, which was substantially grounded for We are all determined to ensure that much of the past 12 months. as our business and air travel recovers, we can continue to offer the lowest fares, with the most on-time flights, but now with a much reduced environmental impact. Dear Shareholder, We are pleased to present our Annual Report for challenges for our guests and our people, who faced the year to March 31 2021, a year during which our constantly changing Government guidelines, travel business was devastated by the Covid-19 pandemic, bans, and movement restrictions. which posed an unprecedented crisis for the world in general, but more especially for the airline industry, The recent development of multiple Covid vaccines which was substantially grounded for much of the since December 2020 offers the world, and the airline past 12 months. industry, real confidence that vaccination programs will enable intra-EU air travel and tourism to recover Covid-19 Pandemic strongly during Summer 2021.