SEC Form 4 · accession 0001127602-15-029281
CARNIVAL PLC · CUK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Arnold W Donald
Officer — President & CEO · Director
Period of report
Oct 15, 2015
Accepted (ET)
Oct 19, 2015 · 4:29 pm EDT
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 | Oct 15, 2015 | M | 5,000 | $46.61 | A | 123,072 | D | |
| Trust Shares (beneficial Interest In Special Voting Share)F2,F3 | Oct 15, 2015 | S | 5,000 | $49.9481 | D | 118,072 | D | |
| Trust Shares (beneficial Interest In Special Voting Share) | holding | — | — | — | 1,807 | I | By The Arnold W. Donald Revocable Trust Uad 5/26/98 |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F4 | $46.61 | Oct 15, 2015 | M | 5,000 | D | Oct 18, 2006 | Oct 18, 2015 | Ordinary Shares | 5,000 | 0 | D |
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.
- F2This transaction was executed in multiple trades at prices ranging from $49.91 to $49.98. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer, or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F3Includes shares acquired pursuant to the dividend reinvestment feature of the reporting person's brokerage account.
- F4Options vested ratably over five years beginning on the first anniversary of the grant date.