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UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of Earliest Event Reported): May 20, 2026
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ROYAL CARIBBEAN CRUISES LTD. |
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(Exact Name of Registrant as Specified in Charter) |
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Republic of Liberia |
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(State or Other Jurisdiction of Incorporation) |
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1-11884 |
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98-0081645 |
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(Commission File Number) |
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(IRS Employer Identification No.) |
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1050 Caribbean Way, Miami, Florida |
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33132 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
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Registrant’s telephone number, including area code: 305-539-6000
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Not Applicable |
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(Former Name or Former Address, if Changed Since Last Report) |
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Check
the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b)
of the Act:
| Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
| Common stock, par value $0.01 per share |
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RCL |
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New York Stock Exchange |
Indicate by check
mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of
this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth
company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any
new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Item 7.01 Regulation FD Disclosure
Royal Caribbean Cruises Ltd. (the “Company”)
is furnishing this statement in response to public statements made by the head of the Mexican Secretariat of Environment and Natural Resources
(SEMARNAT) on May 19, 2026, indicating that SEMARNAT will deny approval of the Company’s initial application for the environmental
permits needed to develop the Company’s Perfect Day Mexico project. The Company respects the role of SEMARNAT and the other relevant
environmental authorities and remains committed to providing all information needed to support a thorough, objective review of the project.
The Company continues to believe in Mexico
and the potential to advance its investment responsibly. Over the coming weeks, the Company will re-engage stakeholders to move
forward in a way that delivers shared prosperity through the development of essential environmental infrastructure, the
creation of thousands of local jobs, and community programs that support the people of Mexico.
The information in this Item 7.01 on Form 8-K
shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under
the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
SIGNATURES
Pursuant to the requirements of the Securities
Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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ROYAL CARIBBEAN CRUISES LTD. |
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| Date: May 20, 2026 |
By: |
/s/ Naftali Holtz |
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Name: |
Naftali Holtz |
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Title: |
Chief Financial Officer |