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Carnival PLC (NYSE: CUK) updates counsel’s tax-withheld Trust Shares

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

Rhea-AI Filing Summary

Carnival plc General Counsel Enrique Miguez reported routine share movements related to trust structures and tax withholding on equity awards. Two Form 4 entries show a total of 7,114 Trust Shares of beneficial interest in the Carnival plc special voting share withheld by the company to cover taxes on time-based restricted stock units that vested on awards granted April 8, 2024 and April 16, 2025.

After these tax-withholding dispositions, Miguez holds 40,533.8118 Trust Shares directly and 114,359 Trust Shares indirectly through the Enrique Miguez Trust, which reflects his ongoing economic exposure to Carnival plc’s dual-listed share structure rather than open-market buying or selling.

Positive

  • None.

Negative

  • None.
Insider MIGUEZ ENRIQUE
Role General Counsel
Type Security Shares Price Value
Tax Withholding Trust Shares (beneficial Interest in Special Voting Share) 2,649 $28.7402 $76K
Tax Withholding Trust Shares (beneficial Interest in Special Voting Share) 4,465 $28.7402 $128K
holding Trust Shares (beneficial Interest in Special Voting Share) -- -- --
Holdings After Transaction: Trust Shares (beneficial Interest in Special Voting Share) — 44,998.812 shares (Direct, null); Trust Shares (beneficial Interest in Special Voting Share) — 114,359 shares (Indirect, Enrique Miguez Trust U/A/D December 19, 2025)
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 (f/k/a 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. 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.
Tax-withheld Trust Shares 7,114 shares Withheld to cover taxes on vested restricted stock units
First tax-withholding block 4,465 shares at $28.7402 Trust Shares withheld for RSUs granted April 8, 2024
Second tax-withholding block 2,649 shares at $28.7402 Trust Shares withheld for RSUs granted April 16, 2025
Direct Trust Share holdings 40,533.8118 shares Direct holdings after reported tax-withholding transactions
Indirect Trust Share holdings 114,359 shares Indirect holdings via Enrique Miguez Trust
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"
time-based restricted stock units financial
"taxes associated with 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.
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"
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*
MIGUEZ ENRIQUE

(Last)(First)(Middle)
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 PLC [ CUK ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
General Counsel
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
04/21/2026
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)04/21/2026F2,649(2)D$28.740244,998.8118(3)D
Trust Shares (beneficial Interest in Special Voting Share)(1)04/21/2026F4,465(4)D$28.740240,533.8118D
Trust Shares (beneficial Interest in Special Voting Share)114,359IEnrique Miguez Trust U/A/D December 19, 2025
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 (f/k/a 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. Represents shares withheld by the Company to cover taxes associated with vesting of time-based restricted stock units granted April 8, 2024.
3. 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.
4. Represents shares withheld by the Company to cover taxes associated with vesting of time-based restricted stock units granted April 16, 2025.
/s/ Enrique Miguez04/23/2026
** 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 plc (CUK) General Counsel Enrique Miguez report in this Form 4?

He reported routine share movements tied to equity compensation. Carnival plc withheld 7,114 Trust Shares to cover taxes on vested restricted stock units, and the filing updates his direct and indirect holdings in the company’s special voting share structure.

How many Carnival plc Trust Shares were withheld for taxes in the CUK Form 4?

The company withheld 7,114 Trust Shares to cover tax obligations. These consisted of 4,465 shares and 2,649 shares, each at $28.7402 per share, associated with vesting of time-based restricted stock units granted in 2024 and 2025.

What are Trust Shares and the special voting share mentioned for Carnival plc (CUK)?

Trust Shares represent beneficial interests in a Carnival plc special voting share held by a voting trust. They are paired with Carnival Corporation common stock, reflecting the dual listed company structure created in the DLC transaction between Carnival plc and Carnival Corporation.

What are Enrique Miguez’s holdings after the reported CUK Form 4 transactions?

Following the tax-withholding dispositions, he holds 40,533.8118 Trust Shares directly and 114,359 Trust Shares indirectly via the Enrique Miguez Trust. These positions show his ongoing exposure to Carnival plc’s special voting share alongside Carnival Corporation common stock.

Were these Carnival plc (CUK) Form 4 transactions open-market buys or sells?

No, they were tax-withholding dispositions coded “F.” Carnival plc withheld shares to satisfy tax liabilities on vesting restricted stock units, so the movements are compensation-related rather than discretionary open‑market purchases or sales by the General Counsel.