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Carnival Corp (NYSE: CCL) director granted $210K in shares

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Carnival Corp Ltd. director Stuart Subotnick reported routine equity compensation and a very small sale of common shares. He received a grant of 7,712 unrestricted shares valued at $210,000, with 616 shares withheld to cover taxes, and separately sold 0.2132 shares at $25.2210 per share. After these transactions, he holds about 132,421 common shares directly.

Positive

  • None.

Negative

  • None.
Insider SUBOTNICK STUART
Role null
Sold 0.213 shs ($5.38)
Type Security Shares Price Value
Tax Withholding Common Shares 616 $26.38 $16K
Sale Common Shares 0.213 $25.221 $5.38
Grant/Award Common Shares 7,712 $0.00 --
Holdings After Transaction: Common Shares — 132,421.274 shares (Direct, null)
Footnotes (1)
  1. Grant of unrestricted shares made to non-executive directors pursuant to the Carnival Corporation Ltd. 2020 Stock Plan. The Board of Directors approved a value of $210,000 to be granted to the reporting person in the form of unrestricted shares. The number of unrestricted shares was determined by dividing the grant value by the average of the closing prices of a Carnival Corporation share over 20 consecutive trading days ending on the day before the grant, then rounding down to the nearest whole share. Includes shares acquired pursuant to the dividend reinvestment feature of the reporting person's account. Represents shares withheld by the Issuer to cover taxes associated with the grant of unrestricted shares.
Open-market sale 0.2132 shares at $25.2210 Common Shares sold on May 11, 2026
Tax-withheld shares 616 shares at $26.3800 Withheld to cover taxes on grant
Grant size 7,712 unrestricted shares Awarded May 8, 2026 under 2020 Stock Plan
Grant value $210,000 Board-approved value for unrestricted share grant
Post-transaction holdings 132,421.0607 shares Common Shares held directly after reported transactions
unrestricted shares financial
"Grant of unrestricted shares made to non-executive directors pursuant to the Carnival Corporation Ltd. 2020 Stock Plan."
2020 Stock Plan financial
"Grant of unrestricted shares made to non-executive directors pursuant to the Carnival Corporation Ltd. 2020 Stock Plan."
dividend reinvestment feature financial
"Includes shares acquired pursuant to the dividend reinvestment feature of the reporting person's account."
tax-withholding disposition financial
"Represents shares withheld by the Issuer to cover taxes associated with the grant of unrestricted shares."
A tax-withholding disposition is an event or transaction—such as selling or transferring securities, exercising options, or receiving compensation—that triggers a requirement to hold back part of the payment and remit it to tax authorities. It matters to investors because it reduces the cash they receive immediately and can change the timing and amount of taxable income, like a cashier taking a portion of your sale proceeds to pay taxes before you get the rest.
grant, award, or other acquisition financial
"Grant, award, or other acquisition"
SEC Form 4
FORM 4UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
SUBOTNICK STUART

(Last)(First)(Middle)
C/O CARNIVAL CORPORATION
3655 N.W. 87TH AVENUE

(Street)
MIAMI FLORIDA 33178

(City)(State)(Zip)

UNITED STATES

(Country)
2. Issuer Name and Ticker or Trading Symbol
Carnival Corp Ltd. [ CCL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/08/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year)2A. Deemed Execution Date, if any (Month/Day/Year)3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeVAmount(A) or (D)Price
Common Shares05/08/2026A(1)7,712(2)A$0133,037.2739(3)D
Common Shares05/11/2026F616(4)D$26.38132,421.2739D
Common Shares05/11/2026S0.2132D$25.221132,421.0607D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year)3A. Deemed Execution Date, if any (Month/Day/Year)4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year)7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. Grant of unrestricted shares made to non-executive directors pursuant to the Carnival Corporation Ltd. 2020 Stock Plan.
2. The Board of Directors approved a value of $210,000 to be granted to the reporting person in the form of unrestricted shares. The number of unrestricted shares was determined by dividing the grant value by the average of the closing prices of a Carnival Corporation share over 20 consecutive trading days ending on the day before the grant, then rounding down to the nearest whole share.
3. Includes shares acquired pursuant to the dividend reinvestment feature of the reporting person's account.
4. Represents shares withheld by the Issuer to cover taxes associated with the grant of unrestricted shares.
/s/ Stuart Subotnick05/12/2026
** Signature of Reporting PersonDate
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What did Carnival (CCL) director Stuart Subotnick report in this Form 4?

Stuart Subotnick reported a grant of unrestricted Carnival common shares, a small open-market sale, and shares withheld for taxes. These transactions reflect routine director equity compensation activity rather than a large discretionary change in his ownership position.

How many Carnival (CCL) shares were granted to Stuart Subotnick?

Stuart Subotnick was granted 7,712 unrestricted Carnival common shares. The grant value was set at $210,000, determined using the average closing price over 20 trading days, then rounded down to the nearest whole share as described in the footnotes.

How many Carnival (CCL) shares did Stuart Subotnick sell in the open market?

He sold 0.2132 Carnival common shares in an open-market transaction at $25.2210 per share. This is a fractional share amount and is extremely small compared with his overall reported holdings after the transactions.

Why were some of Stuart Subotnick’s Carnival (CCL) shares withheld?

The filing states that 616 Carnival common shares were withheld by the issuer to cover taxes associated with the grant of unrestricted shares. This tax-withholding disposition is a standard mechanism and is not an open-market sale by the director.

What are Stuart Subotnick’s Carnival (CCL) holdings after these transactions?

After the reported grant, tax withholding, and small sale, Stuart Subotnick directly holds about 132,421 Carnival common shares. This figure incorporates the new unrestricted shares and the fractional sale reported in the Form 4 transaction table.

How was the value of Stuart Subotnick’s Carnival (CCL) share grant determined?

The board approved a grant value of $210,000 in unrestricted shares. The number of shares was calculated by dividing that value by the 20-day average closing price of a Carnival share, then rounding down to the nearest whole share.