Carnival Corp. (NYSE: CCL) to redeem $500M 2029 notes at 103.50%

Q: What debt is Carnival Corporation Ltd. (CCL) redeeming?

Carnival Corporation Ltd. is redeeming all of its $500,000,000 aggregate principal amount of 7.000% First-Priority Senior Secured Notes due 2029 . These are previously secured notes that became unsecured after the company received a second investment grade credit rating on June 25, 2026.

Q: How will interest on Carnival Corporation Ltd. (CCL) 2029 Notes be handled at redemption?

Because the redemption date is an interest payment date, accrued and unpaid interest will be paid to holders registered at the close of business on July 31, 2026 . That date is the record date preceding the August 15, 2026 interest payment and redemption date.

Q: What happened to the collateral securing Carnival Corporation Ltd. (CCL) 2029 Notes?

On June 25, 2026 , the collateral securing the 7.000% First-Priority Senior Secured Notes due 2029 fell away under the indenture after Carnival Corporation Ltd. received a second investment grade credit rating , resulting in these notes becoming unsecured obligations.

Q: Why did Carnival Corporation Ltd. (CCL) furnish this information under Regulation FD?

The company furnished this redemption notice under Item 7.01 and Regulation FD to provide broad, non-selective disclosure. It specifies the information shall not be deemed “filed” under Section 18 of the Exchange Act or automatically incorporated into other Securities Act or Exchange Act filings.

Filing Impact

(High)

Filing Sentiment

(Neutral)

Form Type

8-K

Rhea-AI Filing Summary

Carnival Corporation Ltd. plans to redeem all of its $500,000,000 aggregate principal amount of 7.000% First-Priority Senior Secured Notes due 2029 on August 15, 2026 at a redemption price equal to 103.50% of the principal amount.

Because the redemption date falls on an interest payment date, accrued and unpaid interest will be paid to holders of record at the close of business on July 31, 2026. On June 25, 2026, after receiving a second investment grade credit rating, the collateral securing these notes fell away under the indenture, so the 2029 Notes became unsecured. The disclosure is furnished under Regulation FD and is not treated as filed under the Exchange Act.

Filing Explained

Carnival Corporation Ltd. has issued the redemption notice, moving the planned repayment of its $500 million 7.000% 2029 notes into a formally notified redemption scheduled for August 15, 2026, at 103.50% of principal.

8-K Event Classification

Item 7.01 — Regulation FD Disclosure

1 item

Item 7.01 Regulation FD Disclosure Disclosure

Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.

Key Figures

Aggregate principal amount of 2029 Notes: $500,000,000 Coupon rate on 2029 Notes: 7.000% Redemption price as percentage of principal: 103.50% +3 more

6 metrics

Aggregate principal amount of 2029 Notes $500,000,000 All 7.000% First-Priority Senior Secured Notes due 2029 called for redemption

Coupon rate on 2029 Notes 7.000% Interest rate on First-Priority Senior Secured Notes due 2029

Redemption price as percentage of principal 103.50% Price at which the 2029 Notes are to be redeemed on August 15, 2026

Redemption date August 15, 2026 Date set for redemption of all 7.000% Notes due 2029

Interest record date July 31, 2026 Record date for accrued and unpaid interest on the 2029 Notes

Collateral fall-away date June 25, 2026 Date collateral securing the 2029 Notes fell away after second investment grade rating

Key Terms

First-Priority Senior Secured Notes, indenture, investment grade credit rating, Regulation FD, +1 more

5 terms

First-Priority Senior Secured Notes financial

"7.000% First-Priority Senior Secured Notes due 2029"

Debt securities that represent a loan to a borrower and carry the highest-ranking claim on specific pledged assets; if the borrower defaults, holders of these notes are paid first from the secured collateral before other creditors. They matter to investors because this top-priority, asset-backed status reduces the risk of loss compared with unsecured or junior debt, typically offering lower interest but stronger chances of recovering principal — like standing first in line for a share of collateral at a sale.

indenture financial

"pursuant to the indenture governing the 2029 Notes"

An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.

investment grade credit rating financial

"upon the Company’s receipt of a second investment grade credit rating"

A formal score from a credit rating agency that signals a borrower’s debt is considered relatively low risk of default; think of it as a financial “report card” showing the borrower can reliably pay interest and return principal. For investors it matters because investment-grade debt typically carries lower interest rates and steadier prices, so owning it reduces the chance of sudden losses and helps judge trade-offs between safety and return.

Regulation FD regulatory

"to comply with Regulation FD"

Regulation FD is a rule that prevents company insiders, like executives, from sharing important information with some people before others get it. It matters because it helps ensure all investors have equal access to key news, making the stock market fairer and reducing chances of insider trading.

record date financial

"the record date preceding the August 15, 2026 interest payment date"

The record date is the specific day when a company determines which shareholders are eligible to receive a dividend or participate in an upcoming vote. It’s like a cutoff date; if you own the stock on that day, you get the benefits or voting rights. This date matters because it decides who qualifies for certain company benefits.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Understanding 8-K Material Events →

Available on EDGAR 08/05/2026 - 09:47 AM Accepted by SEC EDGAR 08/05/2026 - 09:46 AM

FAQ

What debt is Carnival Corporation Ltd. (CCL) redeeming?

Carnival Corporation Ltd. is redeeming all of its $500,000,000 aggregate principal amount of 7.000% First-Priority Senior Secured Notes due 2029. These are previously secured notes that became unsecured after the company received a second investment grade credit rating on June 25, 2026.

When will Carnival Corporation Ltd. (CCL) redeem its 2029 Notes and at what price?

The 7.000% First-Priority Senior Secured Notes due 2029 will be redeemed on August 15, 2026 at a redemption price equal to 103.50% of their principal amount. This redemption covers the full $500,000,000 aggregate principal outstanding.

How will interest on Carnival Corporation Ltd. (CCL) 2029 Notes be handled at redemption?

Because the redemption date is an interest payment date, accrued and unpaid interest will be paid to holders registered at the close of business on July 31, 2026. That date is the record date preceding the August 15, 2026 interest payment and redemption date.

What happened to the collateral securing Carnival Corporation Ltd. (CCL) 2029 Notes?

On June 25, 2026, the collateral securing the 7.000% First-Priority Senior Secured Notes due 2029 fell away under the indenture after Carnival Corporation Ltd. received a second investment grade credit rating, resulting in these notes becoming unsecured obligations.

Why did Carnival Corporation Ltd. (CCL) furnish this information under Regulation FD?

The company furnished this redemption notice under Item 7.01 and Regulation FD to provide broad, non-selective disclosure. It specifies the information shall not be deemed “filed” under Section 18 of the Exchange Act or automatically incorporated into other Securities Act or Exchange Act filings.

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Date of Report (date of earliest event reported) August 5, 2026

Carnival Corporation Ltd.

(Exact name of registrant as specified in its charter)

Bermuda

(State or other jurisdiction of incorporation or organization)

001-9610

(Commission File Number)

59-1562976

(I.R.S. Employer Identification No.)

3655 N.W. 87th Avenue

Miami, Florida 33178-2428

(Address of principal executive offices)

(Zip code)

(305) 599-2600

(Registrant’s telephone number, including area code)

Carnival Corporation

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class		Trading Symbol(s)		Name of each exchange on which registered
Common Shares ($0.01 par value)		CCL		New York Stock Exchange, Inc.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 7.01

Regulation FD Disclosure.

On August 5, 2026, Carnival Corporation Ltd. (the “Company”) issued a notice of redemption for all of the $500,000,000 aggregate principal amount of its 7.000% First-Priority Senior Secured Notes due 2029 (the “2029 Notes”) to be redeemed on August 15, 2026 (the “Redemption Date”) at a redemption price equal to 103.50% of the principal amount of the 2029 Notes. Because the Redemption Date will fall on an interest payment date, accrued and unpaid interest will be paid to the holders registered as such at the close of business on July 31, 2026 (the record date preceding the August 15, 2026 interest payment date). On June 25, 2026, pursuant to the indenture governing the 2029 Notes, the collateral securing the 2029 Notes fell away upon the Company’s receipt of a second investment grade credit rating, resulting in the 2029 Notes becoming unsecured.

The Company is furnishing the information in Item 7.01 of this Current Report on Form 8-K to comply with Regulation FD. Such information shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any of the Company’s filings under the Securities Act or the Exchange Act, whether made before or after the date hereof and regardless of any general incorporation language in such filings, except to the extent expressly set forth by specific reference in such filing.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	CARNIVAL CORPORATION LTD.

	By:	/s/ David Bernstein
	Name:	David Bernstein
	Title:	Chief Financial Officer and Chief Accounting Officer

	Date: August 5, 2026

Source: View Original Filing on SEC EDGAR

Filing Exhibits & Attachments

3 documents