SEC Form 4 · accession 0000950142-16-003048
CARNIVAL PLC · CUK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Micky Meir Arison
Officer — Chairman of the Board · Director · 10% Owner
Period of report
Feb 9, 2016
Accepted (ET)
Feb 11, 2016 · 5:19 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001125259
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Trust Shares (Beneficial Interest in Special Voting Share)F1,F2 | Feb 9, 2016 | M | 17,798 | — | A | 3,256,008 | I | By Nickel 2003 Revocable Trust |
| Trust Shares (Beneficial Interest in Special Voting Share)F1,F3 | Feb 9, 2016 | F | 4,856 | $40.79 | D | 3,251,154 | I | By Nickel 2003 Revocable Trust |
| Trust Shares (Beneficial Interest in Special Voting Share)F1,F4 | holding | — | — | — | 87,419,457 | I | By various trusts |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents trust shares (the "Trust Shares") of beneficial interests in P&O Princess Voting Trust (the "Trust"). In connection with the dual listed company transaction between Carnival plc (fka P&O Princess Cruises plc) and Carnival Corporation (the "DLC Transaction"), Carnival plc issued one special voting share to the Trust and, following a series of transactions, the Trust Shares were distributed to holders of common stock of Carnival Corporation (the "Carnival Corporation Common Stock"). Since completion of the DLC transaction on April 17, 2003, if Carnival Corporation issues Carnival Corporation Common Stock to a person, the Trust will issue an equivalent number of Trust Shares to such person. The Trust Shares are paired with shares of Carnival Corporation Common Stock and are represented by the same stock certificate. The Trust Shares represent a beneficial interest in the Carnival plc special voting share.
- F217,798 performance based restricted stock units of Carnival Corporation granted in 2013 were released in the form of Carnival Corporation Common Stock (including Trust Shares).
- F3Represents a surrender of shares of Carnival Corporation Common Stock (including Trust Shares) to satisfy the tax obligation on the release of performance based restricted stock units of Carnival Corporation granted in 2013.
- F4Includes Trust Shares paired with (i) 85,736,445 shares of Carnival Corporation Common Stock held by MA 1994 B Shares L.P., (ii) 841,506 shares of Carnival Corporation Common Stock held by the NA 2015-08 Trust and (iii) 841,506 shares of Carnival Corporation Common Stock held by the KA 2015-08 Trust. The Reporting Person disclaims beneficial ownership of the shares of Carnival Corporation Common Stock held by the NA 2015-08 Trust and the KA 2015-08 Trust.