Royal Caribbean Cruises (NYSE: RCL) director details share gift and trust holdings

Rhea-AI Filing Summary

Royal Caribbean Cruises Ltd. director Richard D. Fain reported a gift of company shares and updated his holdings. On 12/23/2025, a Form 4 transaction coded "G" shows a gift of 17,552 shares of common stock at a stated price of $0 from the Richard Fain Family Trust, reducing that trust’s position.

After this transaction, Fain reports 52,695 shares held indirectly through the Richard Fain Family Trust, and 150,291 shares held directly in his own name. He also reports 210,706 shares held indirectly through Monument Capital Corporation as nominee for various Fain family trusts, and 5,500 shares held indirectly through The Montana Trust. Fain disclaims beneficial ownership of some or all of certain trust-held shares.

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

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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^*

Fain Richard D

(Last) (First) (Middle)

C/O 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)

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

3. Date of Earliest Transaction (Month/Day/Year)
12/23/2025

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	12/23/2025		G		17,552	D	$0	52,695	I	Richard Fain Family Trust
Common Stock								150,291	D
Common Stock								210,706	I	See Footnotes(1)(2)
Common Stock								5,500	I	See Footnotes.(1)(3)

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. The reporting person disclaims beneficial ownership of some or all of these shares.

2. Shares owned by Monument Capital Corporation as nominee for various trusts primarily for the benefit of certain members of the Fain family.

3. Shares owned by The Montana Trust primarily for the benefit of certain members of the Fain family.

Remarks:

	/s/ Indira Sordo, Attorney-in-Fact for Richard D. Fain	12/29/2025
	** 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.

FAQ

What insider transaction did Royal Caribbean Cruises Ltd (RCL) report?

The filing reports that director Richard D. Fain made a Form 4 transaction coded "G" on 12/23/2025, reflecting a gift of 17,552 shares of Royal Caribbean Cruises Ltd common stock at a stated price of $0 from the Richard Fain Family Trust.

How many Royal Caribbean (RCL) shares does Richard D. Fain report holding after the gift?

Following the reported gift, Richard D. Fain reports 52,695 shares held indirectly through the Richard Fain Family Trust and 150,291 shares held directly. He also reports 210,706 shares held indirectly via Monument Capital Corporation as nominee for various Fain family trusts and 5,500 shares held indirectly through The Montana Trust.

What does the transaction code "G" mean in the Royal Caribbean (RCL) Form 4?

In this Form 4 for Royal Caribbean Cruises Ltd, the transaction involving 17,552 shares of common stock is labeled with transaction code "G", which denotes a gift of securities rather than a market purchase or sale.

How are Richard D. Fain’s indirect Royal Caribbean (RCL) holdings structured?

Richard D. Fain’s indirect holdings include 52,695 shares through the Richard Fain Family Trust, 210,706 shares held by Monument Capital Corporation as nominee for various Fain family trusts, and 5,500 shares held by The Montana Trust, each primarily for the benefit of certain Fain family members.

Does Richard D. Fain disclaim beneficial ownership of any Royal Caribbean (RCL) shares?

Yes. The filing states that the reporting person disclaims beneficial ownership of some or all of these shares, referring to shares held by Monument Capital Corporation as nominee for various trusts and those held by The Montana Trust for the benefit of certain Fain family members.

What is Richard D. Fain’s role at Royal Caribbean Cruises Ltd (RCL)?

The Form 4 indicates that Richard D. Fain is a Director of Royal Caribbean Cruises Ltd. The relationship section is marked to show his status as a director of the issuer.