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Filing Details

Accession Number:: 0001127602-23-006695
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2023-02-23 11:48:23
Reporting Period:: 2023-02-21

Accepted Time:: 2023-02-23 11:48:23
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1125259	Carnival Plc	CUK	Water Transportation (4400)	000000000

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1406203	David Bernstein	Carnival Corporation 3655 Nw 87Th Ave Miami FL 33178	Cfo & Cao	No	Yes	No	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Trust Shares (Beneficial Interest In Special Voting Share)	Acquisiton	2023-02-21	84,007	$0.00	225,146	No	4	A	Direct
Trust Shares (Beneficial Interest In Special Voting Share)	Acquisiton	2023-02-21	168,014	$0.00	393,160	No	4	A	Direct
Trust Shares (Beneficial Interest In Special Voting Share)	Disposition	2023-02-21	107,119	$11.08	286,041	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership
No	4	A	Direct
No	4	A	Direct
No	4	S	Direct

Footnotes

Represents trust shares (the "Trust Shares") of beneficial interests in P&O Princess Voting Trust (the "Trust"). In connection with the dual listed company transaction between Carnival plc (fka P&O Princess Cruises plc) and Carnival Corporation (the "DLC Transaction"), Carnival plc issued one special voting share to the Trust and, following a series of transactions, the Trust Shares were distributed to holders of common stock of Carnival Corporation (the "Carnival Corporation Common Stock"). Since completion of the DLC Transaction on April 17, 2003, if Carnival Corporation issues Carnival Corporation Common Stock to a person, the Trust will issue an equivalent number of Trust Shares to such person. The Trust Shares are paired with shares of Carnival Corporation Common Stock and are represented by the same stock certificate. The Trust Shares represent a beneficial interest in the Carnival plc special voting share.
Grant of Management Incentive Plan-tied restricted stock units ("MTE RSUs") made pursuant to the Carnival Corporation 2020 Stock Plan. Each MTE RSU represents a hypothetical interest in one share of Carnival Corporation common stock. The MTE RSUs will vest pro rata on February 15, 2024 and 2025. The MTE RSUs will accumulate dividend equivalents and may only be settled in shares.
The grant was approved by the Compensation Committees as a total value to be received in the form of MTE RSUs. The 2022 Management Incentive Plan ("MIP") bonus payout percentage was applied to the MTE target value to determine the actual MTE grant value. The Compensation Committees also approved that the number of MTE RSUs were determined by dividing the value by the closing price on date of grant.
Grant of performance-based restricted stock units ("PBS RSUs") made pursuant to the Carnival Corporation 2020 Stock Plan. Each PBS RSU represents a hypothetical interest in one share of Carnival Corporation common stock. The PBS RSUs will vest pro rata on February 15, 2024 and 2025. The PBS RSUs will accumulate dividend equivalents and may only be settled in shares.
The grant was approved by the Compensation Committees as a total value to be received in the form of PBS RSUs. The 2022 MIP bonus payout percentage was applied to the PBS target value to determine the actual PBS grant value. The Compensation Committees also approved that the number of PBS RSUs were determined by dividing the value by the closing price on date of grant.
This transaction was executed in multiple trades at prices ranging from $11.055 to $11.135. The price reported reflects the average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.