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

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.

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

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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 FL 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)
			Code	V	Amount	(A) or (D)	Price
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)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares

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.
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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.

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.

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.