Royal Caribbean (NYSE: RCL) CAO reports equity grants and tax share withholdings

Rhea-AI Filing Summary

Royal Caribbean Cruises Ltd. reported equity compensation transactions for Chief Accounting Officer Henry L. Pujol. On 02/10/2026, he acquired 10,788 shares of common stock from vested performance shares and 569 shares from restricted stock units, both granted under the 2008 Equity Incentive Plan, at $0 per share.

To cover related tax liabilities, the issuer withheld 4,111 shares at $345.405 per share on 02/10/2026 and 91 shares at $337.84 per share on 02/12/2026. After these transactions, Pujol directly owned 14,509 shares of Royal Caribbean 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^*

Pujol Henry L

(Last) (First) (Middle)

ROYAL CARIBBEAN CRUISES LTD.

1050 CARIBBEAN WAY

(Street)

MIAMI FL 33132

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
ROYAL CARIBBEAN CRUISES LTD [ RCL ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	Chief Accounting Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/10/2026

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	02/10/2026		A		10,788(1)	A	$0	18,142	D
Common Stock	02/10/2026		F		4,111(2)	D	$345.405	14,031	D
Common Stock	02/10/2026		A		569(3)	A	$0	14,600	D
Common Stock	02/12/2026		F		91(4)	D	$337.84	14,509	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 of common stock underlying performance shares granted pursuant to the Royal Caribbean Cruises Ltd. 2008 Equity Incentive Plan, as amended.

2. Represents the number of shares of common stock withheld by the issuer to cover the reporting person's tax liability associated with the vesting of shares underlying certain performance shares on 02/10/2026.

3. Represents shares of common stock underlying restricted stock units granted pursuant to the Royal Caribbean Cruises Ltd. 2008 Equity Incentive Plan, as amended.

4. Represents the number of shares of common stock withheld by the issuer to cover the reporting person's tax liability associated with the vesting of shares underlying certain restricted stock units on 02/12/2026.

Remarks:

	/s/ Indira Sordo, Attorney-in-Fact for Henry L. Pujol	02/12/2026
	** 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).
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FAQ

What insider transactions did RCL Chief Accounting Officer Henry Pujol report?

Henry Pujol reported equity compensation transactions, including grants and tax withholdings. He received common stock from vested performance shares and restricted stock units, while the issuer withheld shares at market prices to satisfy his tax obligations tied to those vestings.

How many Royal Caribbean (RCL) shares did Henry Pujol acquire in this Form 4?

Henry Pujol acquired 10,788 shares from vested performance shares and 569 shares from restricted stock units. Both awards were granted at no cash cost to him under Royal Caribbean’s 2008 Equity Incentive Plan, reflecting non-cash equity compensation.

Why were some RCL shares withheld from Henry Pujol in this filing?

Royal Caribbean withheld shares to cover Henry Pujol’s tax liabilities from equity vesting. The company withheld 4,111 shares at $345.405 and 91 shares at $337.84, using share value instead of cash to satisfy the associated tax obligations.

What is Henry Pujol’s direct ownership in Royal Caribbean (RCL) after these transactions?

After the reported equity grants and tax-withholding dispositions, Henry Pujol directly owned 14,509 shares of Royal Caribbean common stock. This figure reflects the net result of shares acquired from performance and restricted stock awards, minus shares withheld for taxes.

What role does the 2008 Equity Incentive Plan play in these RCL transactions?

The 2008 Equity Incentive Plan is the source of Pujol’s performance shares and restricted stock units. Vested awards under this plan converted into common stock, providing him share-based compensation while allowing the company to withhold a portion of shares to cover related taxes.

Were Henry Pujol’s reported RCL share dispositions open-market sales?

The dispositions were not open-market sales; they were tax-withholding transactions. Shares were withheld by Royal Caribbean at specified prices to pay exercise or tax liabilities associated with vesting equity awards, rather than discretionary sales initiated in the market.