What types of equity awards caused the NCLH tax-withholding share dispositions?

The dispositions were tied to vesting of restricted share units and performance share units. Footnotes state they relate to awards granted on March 1, 2023, March 1, 2024, and March 3, 2025, which vested and created tax liabilities settled using withheld NCLH shares.

NCLH (NCLH) EVP uses stock to cover taxes on vesting awards

Filing Impact

(Very High)

Filing Sentiment

(Neutral)

Form Type

Rhea-AI Filing Summary

Norwegian Cruise Line Holdings Ltd. executive Daniel S. Farkas reported several tax-related share dispositions on March 1, 2026. In four separate transactions coded “F”, he used common shares, at a price of $24.79 per share, to satisfy tax withholding obligations.

The withheld shares related to the vesting of restricted share units and performance share units originally granted on March 1, 2023, March 1, 2024, and March 3, 2025. Following these tax-withholding dispositions, he directly held 379,150 shares of Norwegian Cruise Line common stock.

Insider Trade Summary

Net Seller: 68,217 shares

Net Sell 4 txns

Insider Farkas Daniel S

Role EVP GC, CDO & Sec'y

Type	Security	Shares	Price	Value
Exercise Price or Tax Liability	Common Stock	8,664	$24.79	$215K
Exercise Price or Tax Liability	Common Stock	46,129	$24.79	$1.14M
Exercise Price or Tax Liability	Common Stock	6,970	$24.79	$173K
Exercise Price or Tax Liability	Common Stock	6,454	$24.79	$160K

Holdings After Transaction: Common Stock — 379,150 shares (Direct)

Footnotes (4)

F1. Represents shares withheld by NCLH to satisfy tax withholding obligations in connection with the vesting of 22,017 restricted share units granted to the reporting person on March 1, 2023.
F2. Represents shares withheld by NCLH to satisfy tax withholding obligations in connection with the vesting of 132,100 performance share units granted to the reporting person on March 1, 2023.
F3. Represents shares withheld by NCLH to satisfy tax withholding obligations in connection with the vesting of 17,712 restricted share units granted to the reporting person on March 1, 2024.
F4. Represents shares withheld by NCLH to satisfy tax withholding obligations in connection with the vesting of 16,400 restricted share units granted to the reporting person on March 3, 2025.

FAQ

What did NCLH executive Daniel S. Farkas report in this Form 4 filing?

Daniel S. Farkas reported several tax-withholding dispositions of Norwegian Cruise Line common stock. Shares were withheld by NCLH to cover taxes due upon vesting of prior equity awards, rather than representing open-market purchases or sales of stock by the executive.

How many Norwegian Cruise Line shares were used for tax withholding by Daniel S. Farkas?

The Form 4 shows four separate tax-withholding dispositions of NCLH common stock. Each transaction is coded “F” and reflects shares withheld by the company at $24.79 per share to satisfy tax obligations triggered by vesting of equity-based compensation awards.

Does this NCLH Form 4 indicate open-market stock sales by Daniel S. Farkas?

The transactions are classified as tax-withholding dispositions, not open-market sales. Code “F” and the footnotes clarify NCLH withheld the shares to pay taxes due upon vesting of equity awards, rather than Mr. Farkas selling shares on the open market.

How many Norwegian Cruise Line shares does Daniel S. Farkas own after these transactions?

After the reported tax-withholding dispositions, Daniel S. Farkas directly owns 379,150 shares of Norwegian Cruise Line common stock. This post-transaction holding reflects his remaining direct ownership following the company’s share withholdings to satisfy his equity award tax obligations.

Why were NCLH shares withheld from Daniel S. Farkas upon vesting of awards?

The shares were withheld to satisfy tax withholding obligations created when his restricted share units and performance share units vested. Instead of paying cash taxes, a portion of the vested Norwegian Cruise Line shares was retained by the company to cover required tax liabilities.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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Form 4 Insider Transactions: What Each Field Means →

Accepted by SEC EDGAR 03/03/2026 - 04:16 PM

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^*

Farkas Daniel S

(Last)

(First)

(Middle)

7665 CORPORATE CENTER DRIVE

(Street)

MIAMI

33126

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Norwegian Cruise Line Holdings Ltd. [ NCLH ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP GC, CDO & Sec'y

3. Date of Earliest Transaction (Month/Day/Year)
03/01/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

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

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

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⁽¹⁾	03/01/2026		F		8,664	D	$24.79	438,703	D
Common Stock⁽²⁾	03/01/2026		F		46,129	D	$24.79	392,574	D
Common Stock⁽³⁾	03/01/2026		F		6,970	D	$24.79	385,604	D
Common Stock⁽⁴⁾	03/01/2026		F		6,454	D	$24.79	379,150	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 NCLH to satisfy tax withholding obligations in connection with the vesting of 22,017 restricted share units granted to the reporting person on March 1, 2023.

2. Represents shares withheld by NCLH to satisfy tax withholding obligations in connection with the vesting of 132,100 performance share units granted to the reporting person on March 1, 2023.

3. Represents shares withheld by NCLH to satisfy tax withholding obligations in connection with the vesting of 17,712 restricted share units granted to the reporting person on March 1, 2024.

4. Represents shares withheld by NCLH to satisfy tax withholding obligations in connection with the vesting of 16,400 restricted share units granted to the reporting person on March 3, 2025.

	/s/ Daniel S. Farkas	03/03/2026
	** 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.

Source: View Original Filing on SEC EDGAR