CARNIVAL CORPORATION & PLC
Carnival Corporation & plc
Notification of Transactions of Directors/PDMRS
MIAMI (January 20, 2017) - Carnival Corporation & plc (NYSE/LSE: CCL; NYSE:
CUK) announced that on January 17, 2017 the following transactions occurred:
Grants of Restricted Stock Units
Grants were made to certain executive directors and PDMRs pursuant to the
Carnival Corporation 2011 Stock Plan (the "2011 Plan") and Carnival plc 2014
Employee Share Plan (the "2014 Plan"). The grants were approved in value form
and converted to a number of ordinary shares with a nominal value of US$.01 per
share with respect to Carnival Corporation shares and US$1.66 per ordinary
share with respect to Carnival plc ordinary shares, by taking the closing price
of a share of Carnival Corporation common stock on January 17, 2017 for those
receiving Carnival Corporation grants, and by taking the closing price of a
Carnival plc ordinary share on January 17, 2017 for those receiving Carnival
plc grants.
Mr. Arnold W. Donald, President and Chief Executive Officer of Carnival
Corporation & plc and a member of Carnival Corporation & plc's Boards of
Directors, received a grant of 30,161 Carnival Corporation restricted stock
units representing a hypothetical interest in Carnival Corporation common stock
(the "CC RSUs") pursuant to the 2011 Plan.
Awards of Carnival plc restricted share units representing a hypothetical
interest in Carnival plc ordinary shares ("plc RSUs") were made pursuant to the
2014 Plan to David Noyes, Chief Executive Officer of Carnival UK and Michael
Thamm, Chief Executive Officer of the Costa Group. Mr. Noyes received 1,458 plc
RSUs and Mr. Thamm received 7,169 plc RSUs.
The CC RSUs and plc RSUs will be released from restriction on January 17, 2019.
Sale of Shares Released from Restriction
Mr. Donald sold 24,186 shares of Carnival Corporation common stock with a
nominal value of US$0.01 per share ("CC Share") on the New York Stock Exchange
at an average sale price of $52.95 per CC Share to satisfy tax obligations upon
the vesting of restricted shares originally granted in January 2014. Following
these transactions, Mr. Donald continues to beneficially own, directly and
indirectly, 538,606 CC Shares.
Mr. Noyes acquired 3,473 Carnival plc ordinary shares, with a nominal value of
US$1.66 per ordinary share ("plc Shares"), on release from restriction of the
January 14, 2014 restricted stock unit award that was granted under the
Carnival plc 2005 Employee Share Plan ("2005 Plan"). The total number of
ordinary shares received by Mr. Noyes included additional shares received as a
result of the settlement of dividend equivalents accumulated during the
restricted period of the restricted stock unit award. Mr. Noyes sold 1,921 plc
Shares on the London Stock Exchange at an average sale price of £41.62 per plc
Share. Following this transaction, Mr. Noyes continues to beneficially own
12,448 plc Shares.
Mr. Thamm acquired 22,048 plc Shares on release from restriction of the January
14, 2014 restricted stock unit award that was granted under the 2005 Plan. The
total number of ordinary shares received by Mr. Thamm included additional
shares received as a result of the settlement of dividend equivalents
accumulated during the restricted period of the restricted stock unit award.
Mr. Thamm sold 11,325 plc Shares on the London Stock Exchange at an average
sale price of £41.62 per plc Share. Following this transaction, Mr. Thamm
continues to beneficially own 136,563 plc Shares.
1 Details of the person discharging managerial responsibilities/person
closely associated
a) Name Arnold W. Donald
2 Reason for the notification
a) Position/status CEO
b) Initial notification Initial Notification
/Amendment
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Carnival Corporation
b) Legal Entity F1OF2ZSX47CR0BCWA982
Identifier
4A Details of the transaction: 1
a) Description of the Common stock with a nominal value of US$0.01 per
financial share
instrument, type of
instrument CUSIP: 143658300
Identification code
b) Nature of the Grant of restricted stock units
transaction
c) Price(s) and volume Price(s) Volume(s)
(s) $0.00 30,161
d) Aggregated
information 30,161
- Aggregated volume $0.00
- Price
e) Date of the 2017-1-17
transaction
f) Place of the Off market
transaction
4B Details of the transaction: 2
a) Description of the Common stock with a nominal value of US$0.01 per
financial share
instrument, type of
instrument CUSIP: 143658300
Identification code
b) Nature of the Sale of shares to cover tax obligations on vesting
transaction of restricted shares
c) Price(s) and volume Price(s) Volume(s)
(s) $52.95 24,186
d) Aggregated
information 24,186
- Aggregated volume $52.95
- Price
e) Date of the 2017-1-17
transaction
f) Place of the NYSE
transaction
1 Details of the person discharging managerial responsibilities/person
closely associated
a) Name Michael O. Thamm
2 Reason for the notification
a) Position/status Chief Executive Officer of the Costa Group
b) Initial notification Initial Notification
/Amendment
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Carnival plc
b) Legal Entity 4DR1VPDQMHD3N3QW8W95
Identifier
4A Details of the transaction: 1
a) Description of the Ordinary shares with a nominal value of US$1.66 per
financial share
instrument, type of
instrument ISIN: GB0031215220
Identification code
b) Nature of the Grant of restricted stock units
transaction
c) Price(s) and volume Price(s) Volume(s)
(s) £0.00 7,169
d) Aggregated
information 7,169
- Aggregated volume $0.00
- Price
e) Date of the 2017-1-17
transaction
f) Place of the Off-market
transaction
4B Details of the transaction: 2
a) Description of the Ordinary shares with a nominal value of US$1.66 per
financial share
instrument, type of
instrument ISIN: GB0031215220
Identification code
b) Nature of the Acquisition of shares on vesting of restricted stock
transaction units granted January 14, 2014
c) Price(s) and volume Price(s) Volume(s)
(s) £0.00 22,048
d) Aggregated
information 22,048
- Aggregated volume £0.00
- Price
e) Date of the 2017-1-17
transaction
f) Place of the Off-market
transaction
4C Details of the transaction: 3
a) Description of the Ordinary shares with a nominal value of US$1.66 per
financial share
instrument, type of
instrument ISIN: GB0031215220
Identification code
b) Nature of the Sale of shares to cover tax obligations on vesting
transaction of restricted stock units
c) Price(s) and volume Price(s) Volume(s)
(s) £41.62 11,325
d) Aggregated
information 11,325
- Aggregated volume £41.62
- Price
e) Date of the 2017-1-17
transaction
f) Place of the LSE
transaction
1 Details of the person discharging managerial responsibilities/person
closely associated
a) Name David Noyes
2 Reason for the notification
a) Position/status Chief Executive Officer of Carnival UK
b) Initial notification Initial Notification
/Amendment
3 Details of the issuer, emission allowance market participant, auction
platform, auctioneer or auction monitor
a) Name Carnival plc
b) Legal Entity 4DR1VPDQMHD3N3QW8W95
Identifier
4A Details of the transaction: 1
a) Description of the Ordinary shares with a nominal value of US$1.66 per
financial share
instrument, type of
instrument ISIN: GB0031215220
Identification code
b) Nature of the Grant of restricted stock units
transaction
c) Price(s) and volume Price(s) Volume(s)
(s) £0.00 1,458
d) Aggregated
information 1,458
- Aggregated volume $0.00
- Price
e) Date of the 2017-1-17
transaction
f) Place of the Off-market
transaction
4B Details of the transaction: 2
a) Description of the Ordinary shares with a nominal value of US$1.66 per
financial share
instrument, type of
instrument ISIN: GB0031215220
Identification code
b) Nature of the Acquisition of shares on vesting of restricted stock
transaction unit
c) Price(s) and volume Price(s) Volume(s)
(s) £0.00 3,473
d) Aggregated
information 3,473
- Aggregated volume £0.00
- Price
e) Date of the 2017-1-17
transaction
f) Place of the Off-market
transaction
4C Details of the transaction: 3
a) Description of the Ordinary shares with a nominal value of US$1.66 per
financial share
instrument, type of
instrument ISIN: GB0031215220
Identification code
b) Nature of the Sale of shares to cover tax obligations on vesting
transaction of restricted stock unit
c) Price(s) and volume Price(s) Volume(s)
(s) £41.62 1,921
d) Aggregated
information 1,921
- Aggregated volume £41.62
- Price
e) Date of the 2017-1-17
transaction
f) Place of the LSE
transaction
Arnaldo Perez
General Counsel & Secretary
Carnival Corporation & plc
3655 NW 87th Avenue
MLGL-815
Miami, FL 33178
T: 305.599.2600
Carnival : Notification of Transactions of Directors/PDMRS
January 20, 2017 at 12:01 pm EST
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