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Carnival Corp (NYSE: CCL) chair shifts 339K shares between family trusts

(Neutral)
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Carnival Corp Ltd. (CCL) reported an insider Form 4 in which reporting person Micky Meir Arison, Chairman of the Board, disclosed indirect trust-related stock movements classified as bona fide gifts under federal securities laws. On August 24 and 25, 2026, trusts associated with him transferred a total of 339,043 shares of Carnival common stock for no consideration between trusts for his benefit and for the benefit of one of his children; these are deemed gifts but are coded as acquisitions for reporting purposes. The positions are reported as indirect ownership by various trusts, and one indirect holding line shows 80,736,445 shares held by MA 1994 B Shares, L.P. Arison disclaims beneficial ownership of certain shares held in specified trusts, even though they are reported as indirectly owned.

Positive

  • None.

Negative

  • None.
Insider ARISON MICKY MEIR
Role Chairman of the Board
Type Security Shares Price Value
Gift Common Stock F2, F3 248,015 -- --
Gift Common Stock F1 91,028 -- --
holding Common Stock -- -- --
Holdings After Transaction: Common Stock — 13,406,463 shares (Indirect, By various trusts); Common Stock — 80,736,445 shares (Indirect, By MA 1994 B Shares, L.P.)
Footnotes (3)
  1. F1. This transaction was a transfer for no consideration, thus deemed a gift for federal securities laws, from Nickel KA 2023 Trust #1, a trust for the benefit of Mr. Arison, to 2022 KA Remainder Trust, a trust for the benefit of one of Mr. Arison's children.
  2. F2. This transaction was a transfer for no consideration, thus deemed a gift for federal securities laws, from Nickel KA 2024 Trust #1, a trust for the benefit of Mr. Arison, to 2022 KA Remainder Trust, a trust for the benefit of one of Mr. Arison's children.
  3. F3. Includes (i) 841,506 shares of Carnival Corporation common stock held by the NA 2017-08 Trust, (ii) 841,506 shares of Carnival Corporation common stock held by the KA 2017-08 Trust, (iii) 1,078,535 shares of Carnival Corporation common stock held by the 2022 KA Remainder Trust, (iv) 1,009,083 shares of Carnival Corporation common stock held by Nickel KA 2022 Trust #2, (v) 243,076 shares of Carnival Corporation common stock held by Nickel KA 2025 Trust #1, (vi) 8,472,297 shares of Carnival Corporation common stock held by Nickel 2025-05 Trust #2 and (vii) 920,460 shares held by the Nickel 2003 Revocable Trust. The Reporting Person disclaims beneficial ownership of the shares of Carnival Corporation common stock held by the NA 2017-08 Trust, the KA 2017-08 Trust and the 2022 KA Remainder Trust.
Gifted shares on August 24, 2026 91,028 shares of Common Stock Transfer for no consideration, deemed a bona fide gift between trusts
Gifted shares on August 25, 2026 248,015 shares of Common Stock Transfer for no consideration, deemed a bona fide gift between trusts
Total shares in reported gift transfers 339,043 shares of Common Stock Sum of two bona fide gift transfers on August 24–25, 2026
Indirect holding by MA 1994 B Shares, L.P. 80,736,445 shares of Common Stock Indirectly owned position reported as of August 24, 2026
Shares included in various trusts 13,406,463 shares of Common Stock Total of seven trust positions described in a footnote; some beneficial ownership disclaimed
bona fide gift regulatory
"transaction_code_description": "Bona fide gift"
A bona fide gift is a genuine, voluntary transfer of money, property, or benefits from one party to another made without expectation of repayment, services, or hidden conditions. Investors care because such gifts can affect company disclosures, related‑party transaction rules, tax treatment, and perceived conflicts of interest; think of it like someone giving you a present with no strings attached — but on a corporate scale, auditors and regulators need to verify it really is unconditional.
indirect ownership regulatory
""ownership_type": "indirect", "ownership_code": "I""
disclaims beneficial ownership regulatory
"The Reporting Person disclaims beneficial ownership of the shares"
transfer for no consideration regulatory
"This transaction was a transfer for no consideration, thus deemed a gift"
trust financial
"held by the NA 2017-08 Trust, the KA 2017-08 Trust and the 2022 KA"
A trust is a legal setup in which one party (the trustee) holds and manages assets—like cash, stocks or property—on behalf of other people (beneficiaries) according to instructions from the person who created it (the grantor). Think of it as a locked box with a keyholder who must follow written rules; for investors it matters because trusts influence who controls and benefits from assets, affect taxes and succession, and can change how quickly or transparently shares are bought, sold or voted.

FAQ

What insider activity did CCL report for Micky Arison on this Form 4?

The Form 4 reports that Micky Arison, Chairman of the Board, disclosed two bona fide gift transactions involving a total of 339,043 shares of Carnival Corp Ltd. common stock, transferred for no consideration between trusts associated with him and his family.

How many CCL shares were transferred in each reported gift transaction?

One transaction on August 24, 2026 involved 91,028 shares of Carnival common stock. A second transaction on August 25, 2026 involved 248,015 shares. Both were transfers for no consideration between trusts and are deemed gifts under federal securities laws.

Were the CCL Form 4 transactions market trades or internal transfers?

They were internal transfers between trusts, not market trades. Each is described as a transfer for no consideration, deemed a bona fide gift under federal securities laws, moving shares among trusts established for Micky Arison and one of his children.

How many CCL shares does the Form 4 show as indirectly held by MA 1994 B Shares, L.P.?

The Form 4 shows an indirect holding entry of 80,736,445 shares of Carnival Corp Ltd. common stock held by MA 1994 B Shares, L.P., reported as indirectly owned by Micky Arison through that limited partnership.

What does the Form 4 say about Micky Arison’s beneficial ownership of certain CCL trust shares?

A footnote states that indirect holdings include 13,406,463 shares across several named trusts, and that Micky Arison disclaims beneficial ownership of the shares held by the NA 2017-08 Trust, the KA 2017-08 Trust, and the 2022 KA Remainder Trust.

Were the CCL insider gift transactions under a Rule 10b5-1 trading plan?

No. The document-level Rule 10b5-1 checkbox is unchecked, and the description of the transactions as internal transfers for no consideration between trusts does not indicate that they were executed under a Rule 10b5-1 trading plan.

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Learn about SEC filing dates
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*
ARISON MICKY MEIR

(Last)(First)(Middle)
C/O CARNIVAL CORPORATION
3655 NW 87TH AVE

(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
XOfficer (give title below)Other (specify below)
Chairman of the Board
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
08/24/2026
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 Stock08/24/2026G91,028A(1)13,406,463IBy various trusts
Common Stock08/25/2026G248,015A(2)13,406,463IBy various trusts(3)
Common Stock80,736,445IBy MA 1994 B Shares, L.P.
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. This transaction was a transfer for no consideration, thus deemed a gift for federal securities laws, from Nickel KA 2023 Trust #1, a trust for the benefit of Mr. Arison, to 2022 KA Remainder Trust, a trust for the benefit of one of Mr. Arison's children.
2. This transaction was a transfer for no consideration, thus deemed a gift for federal securities laws, from Nickel KA 2024 Trust #1, a trust for the benefit of Mr. Arison, to 2022 KA Remainder Trust, a trust for the benefit of one of Mr. Arison's children.
3. Includes (i) 841,506 shares of Carnival Corporation common stock held by the NA 2017-08 Trust, (ii) 841,506 shares of Carnival Corporation common stock held by the KA 2017-08 Trust, (iii) 1,078,535 shares of Carnival Corporation common stock held by the 2022 KA Remainder Trust, (iv) 1,009,083 shares of Carnival Corporation common stock held by Nickel KA 2022 Trust #2, (v) 243,076 shares of Carnival Corporation common stock held by Nickel KA 2025 Trust #1, (vi) 8,472,297 shares of Carnival Corporation common stock held by Nickel 2025-05 Trust #2 and (vii) 920,460 shares held by the Nickel 2003 Revocable Trust. The Reporting Person disclaims beneficial ownership of the shares of Carnival Corporation common stock held by the NA 2017-08 Trust, the KA 2017-08 Trust and the 2022 KA Remainder Trust.
/s/ Richard L. Kohan, attorney-in-fact08/26/2026
** 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)