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Mass Trust Share cancellation linked to Carnival PLC (CUK) DLC unification

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

Rhea-AI Filing Summary

CARNIVAL PLC director and chair Micky Arison reported non-cash dispositions of trust-based voting interests tied to Carnival’s dual-listed structure. On May 7, 2026, entities associated with him surrendered 80,736,445 and 13,406,463 Trust Shares of beneficial interests in a special voting share to Carnival plc for no consideration, and these Trust Shares were canceled. According to the disclosure, he did not dispose of any Carnival Corporation common stock in connection with this DLC Unification and Redomiciliation transaction.

Positive

  • None.

Negative

  • None.
Insider ARISON MICKY MEIR
Role Chair of the Board
Type Security Shares Price Value
Disposition Trust Shares (Beneficial Interest in Special Voting Share) 13,406,463 $0.00 --
Disposition Trust Shares (Beneficial Interest in Special Voting Share) 80,736,445 $0.00 --
Holdings After Transaction: Trust Shares (Beneficial Interest in Special Voting Share) — 0 shares (Indirect, By various trusts)
Footnotes (1)
  1. 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. On May 7, 2026, Carnival Corporation and Carnival plc completed the previously announced DLC Unification and Redomiciliation Transactions (the "DLC Unification and Redomiciliation"), pursuant to which Carnival plc became a wholly-owned subsidiary of Carnival Corporation Ltd. In connection with the consummation of the DLC Unification and Redomiciliation, the Trust Shares beneficially owned by the Reporting Person were surrendered to Carnival plc for no consideration, and then canceled. The Reporting Person did not dispose of any Carnival Corporation securities in connection with the DLC Unification and Redomiciliation.
Trust Shares disposed (MA 1994 B Shares, L.P.) 80,736,445 Trust Shares Disposition to issuer on May 7, 2026
Trust Shares disposed (various trusts) 13,406,463 Trust Shares Disposition to issuer on May 7, 2026
Price per Trust Share $0.00 per Trust Share Non-cash surrender and cancellation
Disposition type Code D – Disposition to issuer Two non-derivative transactions reported
Dispose transactions count 2 dispositions Summary of Form 4 transaction activity
Trust Shares financial
"Represents trust shares (the "Trust Shares") of beneficial interests in P&O Princess Voting Trust"
special voting share financial
"Carnival plc issued one special voting share to the Trust"
P&O Princess Voting Trust financial
"beneficial interests in P&O Princess Voting Trust (the "Trust")"
DLC Unification and Redomiciliation regulatory
"completed the previously announced DLC Unification and Redomiciliation Transactions"
Form 4 Insider Transactions: What Each Field Means →
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
X
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 PLC [ CUK ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
XOfficer (give title below)Other (specify below)
Chair of the Board
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/07/2026		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
Trust Shares (Beneficial Interest in Special Voting Share)(1)05/07/2026D(2)13,406,463D(2)0IBy various trusts
Trust Shares (Beneficial Interest in Special Voting Share)(1)05/07/2026D(2)80,736,445D(2)0IBy 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. 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.
2. On May 7, 2026, Carnival Corporation and Carnival plc completed the previously announced DLC Unification and Redomiciliation Transactions (the "DLC Unification and Redomiciliation"), pursuant to which Carnival plc became a wholly-owned subsidiary of Carnival Corporation Ltd. In connection with the consummation of the DLC Unification and Redomiciliation, the Trust Shares beneficially owned by the Reporting Person were surrendered to Carnival plc for no consideration, and then canceled. The Reporting Person did not dispose of any Carnival Corporation securities in connection with the DLC Unification and Redomiciliation.
/s/ Richard L. Kohan, attorney-in-fact05/07/2026
** 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)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transaction did CARNIVAL PLC (CUK) report for Micky Arison?

CARNIVAL PLC reported that entities associated with chair Micky Arison disposed of Trust Shares representing beneficial interests in a special voting share. These Trust Shares were surrendered to Carnival plc for no consideration and canceled as part of a broader corporate restructuring.

How many Trust Shares were disposed in the CUK Form 4 filing?

Two indirect dispositions were reported: 80,736,445 Trust Shares held by MA 1994 B Shares, L.P. and 13,406,463 Trust Shares held by various trusts. All of these Trust Shares were surrendered to Carnival plc and subsequently canceled on May 7, 2026.

Were any Carnival Corporation common shares sold in this CUK insider transaction?

No. The filing states the reporting person did not dispose of any Carnival Corporation common stock. Only Trust Shares representing beneficial interests in a Carnival plc special voting share, paired with Carnival Corporation stock, were surrendered and canceled in the unification transaction.

What are the Trust Shares referenced in Carnival PLC (CUK) chair’s Form 4?

The Trust Shares represent beneficial interests in a Carnival plc special voting share held by P&O Princess Voting Trust. They were originally issued in connection with the dual listed company structure and were paired with Carnival Corporation common stock certificates for coordinated voting between the two companies.

Why were the CUK Trust Shares surrendered and canceled on May 7, 2026?

The Trust Shares were surrendered and canceled in connection with the completion of the DLC Unification and Redomiciliation transactions. These transactions made Carnival plc a wholly owned subsidiary of Carnival Corporation Ltd, eliminating the earlier dual listed company voting structure tied to the Trust Shares.

Did Micky Arison’s reported dispositions involve cash consideration?

No. The footnotes explain that the Trust Shares beneficially owned by the reporting person were surrendered to Carnival plc for no consideration. The transaction is described as a disposition to the issuer, reflecting cancellation of these special voting interests rather than a sale for cash.