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Royal Caribbean (RCL) director reports RSU vesting and tax share withholding

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
4

Rhea-AI Filing Summary

Royal Caribbean Cruises Ltd director Amy McPherson reported a routine equity compensation event. On May 28, 2026, she received 831 shares of common stock at no cost in connection with the vesting of restricted stock units granted under the company’s equity incentive plan.

To cover associated tax liabilities, 408 shares were withheld by the company at a price of $276.615 per share, a non-market tax-withholding disposition rather than an open-market sale. After these transactions, McPherson directly holds 10,164 shares of Royal Caribbean common stock.

Positive

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Negative

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Insider McPherson Amy
Role null
Type Security Shares Price Value
Tax Withholding Common Stock 408 $276.615 $113K
Grant/Award Common Stock 831 $0.00 --
Holdings After Transaction: Common Stock — 10,164 shares (Direct, null)
Footnotes (1)
  1. 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 05/28/2026. Represents shares of common stock underlying restricted stock units ("RSUs") granted pursuant to the Royal Caribbean Cruises Ltd. 2008 Equity Incentive Plan, as amended. The shares underlying the RSUs vest the earlier of (i) May 28, 2027, or (ii) date of the Issuer's 2027 Annual Meeting of Shareholders.
RSU shares vested 831 shares Common stock from RSU vesting on May 28, 2026
Tax-withheld shares 408 shares Shares withheld to cover tax liability at vesting
Tax withholding price $276.615 per share Value applied to 408 withheld shares
Shares held after transactions 10,164 shares Direct common stock ownership after May 28, 2026 events
Award grant code Code A Grant, award, or other acquisition of common stock
Tax withholding code Code F Shares delivered to cover tax liability on RSU vesting
restricted stock units ("RSUs") financial
"Represents shares of common stock underlying restricted stock units ("RSUs") granted pursuant to the Royal Caribbean Cruises Ltd. 2008 Equity Incentive Plan"
Restricted stock units (RSUs) are a company promise to give an employee shares of stock (or cash equivalent) in the future, but only after certain conditions—usually staying with the company for a set time or hitting performance goals—are met. Investors watch RSUs because when they vest they increase the number of shares outstanding and can lead insiders to sell shares, affecting share price, company dilution and the true cost of employee pay.
Equity Incentive Plan financial
"granted pursuant to the Royal Caribbean Cruises Ltd. 2008 Equity Incentive Plan, as amended"
An equity incentive plan is a program that gives employees, executives or directors the right to receive company stock or options to buy stock as part of their pay. Think of it as offering slices of future company profit to motivate people to boost long‑term performance; for investors it matters because it can align employee goals with shareholder value but also increases the number of shares outstanding, which can dilute existing ownership.
tax liability financial
"withheld by the issuer to cover the reporting person's tax liability associated with the vesting"
Grant, award, or other acquisition regulatory
"transaction_code_description": "Grant, award, or other acquisition""
Payment of exercise price or tax liability by delivering securities regulatory
"transaction_code_description": "Payment of exercise price or tax liability by delivering securities""
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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*
McPherson Amy
(Last)(First)(Middle)
C/O ROYAL CARIBBEAN CRUISES LTD.
1050 CARIBBEAN WAY
(Street)
MIAMI FLORIDA 33132
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
ROYAL CARIBBEAN CRUISES LTD [ RCL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
XDirector10% Owner
Officer (give title below)Other (specify below)
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
05/28/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Common Stock05/28/2026F408(1)D$276.61510,164D
Common Stock05/28/2026A831(2)A$010,995D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Explanation of Responses:
1. 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 05/28/2026.
2. Represents shares of common stock underlying restricted stock units ("RSUs") granted pursuant to the Royal Caribbean Cruises Ltd. 2008 Equity Incentive Plan, as amended. The shares underlying the RSUs vest the earlier of (i) May 28, 2027, or (ii) date of the Issuer's 2027 Annual Meeting of Shareholders.
Remarks:
/s/ Indira Sordo, Attorney-in-Fact for Amy McPherson05/29/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did RCL director Amy McPherson report in this Form 4 filing?

Amy McPherson reported vesting-related equity compensation. She received 831 shares of Royal Caribbean common stock from restricted stock units, with part of the award withheld for taxes, reflecting a routine compensation and tax event rather than an open-market stock purchase or sale.

How many Royal Caribbean (RCL) shares did Amy McPherson receive and at what cost?

She received 831 shares of Royal Caribbean common stock at a price of $0.00 per share. These shares came from vesting restricted stock units granted under the company’s 2008 Equity Incentive Plan, representing non-cash compensation instead of a market transaction.

How many RCL shares were withheld for taxes in Amy McPherson’s Form 4?

The filing shows 408 Royal Caribbean shares withheld to cover tax liabilities, valued at $276.615 per share. This F-code transaction is a tax-withholding disposition by the issuer, not an open-market sale initiated by McPherson, and is common for RSU vesting events.

What are Amy McPherson’s Royal Caribbean (RCL) holdings after these transactions?

After the RSU vesting and related tax withholding, Amy McPherson directly holds 10,164 shares of Royal Caribbean common stock. This figure reflects her position after receiving 831 shares and having 408 shares withheld by the company for tax obligations on May 28, 2026.

When do Amy McPherson’s new RCL restricted stock units vest?

The restricted stock units referenced in the filing vest on the earlier of May 28, 2027, or the date of Royal Caribbean’s 2027 Annual Meeting of Shareholders. Upon vesting, the underlying common shares are delivered, subject to any required withholding for taxes.

Was Amy McPherson’s Royal Caribbean (RCL) Form 4 a market buy or sell?

No open-market buy or sell is reported. The Form 4 reflects an award of 831 shares from restricted stock unit vesting and the withholding of 408 shares for taxes. These compensation-related entries differ from discretionary market purchases or sales of RCL stock.