What is the reason for the share withholding in the Carnival Corp (CCL) Form 4?

The withheld shares cover taxes associated with vesting of time-based restricted stock units. Footnotes specify grants dated April 8, 2024 and April 16, 2025, so the dispositions reflect equity award settlement mechanics rather than active buying or selling decisions.

Carnival (NYSE: CCL) CMO has 4,769 shares withheld for taxes

Filing Impact

(Moderate)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Carnival Corp Chief Maritime Officer Lars Jakob Ljoen reported routine tax-related share dispositions. On April 21, 2026, a total of 4,769 shares of common stock were withheld by the company at $28.7402 per share to cover taxes triggered by the vesting of time-based restricted stock units granted on April 8, 2024 and April 16, 2025. These F-code transactions are tax-withholding dispositions rather than open-market sales, reflecting standard settlement of equity compensation rather than discretionary trading.

Insider Trade Summary

2 transactions reported

Mixed 2 txns

Insider Ljoen Lars Jakob

Role Chief Maritime Officer

Type	Security	Shares	Price	Value
Tax Withholding	Common Stock	1,710	$28.7402	$49K
Tax Withholding	Common Stock	3,059	$28.7402	$88K

Holdings After Transaction: Common Stock — 53,134.772 shares (Direct, null)

Footnotes (1)

Represents shares withheld by the Company to cover taxes associated with vesting of time-based restricted stock units granted April 8, 2024. Includes shares acquired pursuant to the dividend reinvestment feature of the reporting person's account and dividend equivalent shares associated with the release of restricted stock units. Represents shares withheld by the Company to cover taxes associated with vesting of time-based restricted stock units granted April 16, 2025.

Key Figures

Tax-withheld shares total: 4,769 shares First tax-withholding lot: 3,059 shares Second tax-withholding lot: 1,710 shares +1 more

4 metrics

Tax-withheld shares total 4,769 shares Common stock withheld for taxes on April 21, 2026

First tax-withholding lot 3,059 shares Common stock withheld to cover RSU vesting taxes

Second tax-withholding lot 1,710 shares Additional common stock withheld for RSU vesting taxes

Reference share price $28.7402 per share Price used for tax-withholding dispositions

Key Terms

time-based restricted stock units, tax-withholding disposition, dividend reinvestment, dividend equivalent shares

4 terms

time-based restricted stock units financial

"vesting of time-based restricted stock units granted April 8, 2024"

Time-based restricted stock units are a form of employee compensation where individuals are granted company shares that are earned over a set period, often as a reward for staying with the company. These shares typically become fully owned and transferable only after passing specific time milestones, encouraging long-term commitment. For investors, they highlight a company's focus on employee retention and can influence future stock supply and company stability.

tax-withholding disposition financial

"transaction_action: tax-withholding disposition for F-code transactions"

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.

dividend reinvestment financial

"Includes shares acquired pursuant to the dividend reinvestment feature"

Dividend reinvestment is when the money earned from a company's profit sharing, called dividends, is automatically used to buy more shares of that company instead of being received as cash. This process helps investors grow their holdings over time without extra effort, much like using earned interest to buy more of a savings account. It encourages long-term investment growth by continuously increasing the amount of shares owned.

dividend equivalent shares financial

"and dividend equivalent shares associated with the release of restricted stock units"

Form 4 Insider Transactions: What Each Field Means →

04/23/2026 - 11:35 AM

SEC Form 4

FORM 4

UNITED 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^*

Ljoen Lars Jakob

(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 [ CCL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Maritime Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
04/21/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	04/21/2026		F		1,710⁽¹⁾	D	$28.7402	53,134.7719⁽²⁾	D
Common Stock	04/21/2026		F		3,059⁽³⁾	D	$28.7402	50,075.7719	D

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Represents shares withheld by the Company to cover taxes associated with vesting of time-based restricted stock units granted April 8, 2024.

2. Includes shares acquired pursuant to the dividend reinvestment feature of the reporting person's account and dividend equivalent shares associated with the release of restricted stock units.

3. Represents shares withheld by the Company to cover taxes associated with vesting of time-based restricted stock units granted April 16, 2025.

	/s/ Lars Ljoen	04/23/2026
	** Signature of Reporting Person	Date
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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did Carnival Corp (CCL) report for Lars Jakob Ljoen?

Carnival Corp Chief Maritime Officer Lars Jakob Ljoen reported tax-related dispositions of 4,769 common shares. The company withheld these shares to cover tax liabilities from vesting restricted stock units, rather than selling them on the open market.

How many Carnival Corp (CCL) shares were withheld for taxes in this Form 4?

A total of 4,769 Carnival Corp common shares were withheld for taxes. This includes 3,059 shares and 1,710 shares, both withheld at $28.7402 per share to satisfy tax obligations from vesting restricted stock units.

Were Lars Jakob Ljoen’s Carnival Corp (CCL) transactions open-market sales?

No, the Form 4 classifies both transactions as F-code tax-withholding dispositions. The company withheld shares at $28.7402 per share to pay taxes owed on vesting time-based restricted stock units, not discretionary open-market sales by the executive.

What do the Form 4 footnotes reveal about Carnival Corp (CCL) RSU awards?

Footnotes state shares were withheld for taxes on vesting of time-based restricted stock units granted April 8, 2024 and April 16, 2025. They also note the executive’s holdings include shares from dividend reinvestment and dividend equivalent shares tied to restricted stock units.