SEC Form 4 · accession 0001140361-18-008410
ROYAL CARIBBEAN CRUISES LTD · RCL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard D Fain
Officer — Chairman & CEO · Director
Period of report
Feb 13, 2018
Accepted (ET)
Feb 14, 2018 · 5:54 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000884887
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Feb 13, 2018 | A | 14,928 | $0.00 | A | 942,537 | D | |
| Common StockF4 | Feb 13, 2018 | S | 15,300 | $128.3941 | D | 927,237 | D | |
| Common StockF5 | Feb 13, 2018 | S | 4,700 | $129.2784 | D | 922,537 | D | |
| Common StockF6,F7 | holding | — | — | — | 210,706 | I | See Footnotes | |
| Common StockF7,F8,F9 | holding | — | — | — | 5,500 | I | See Footnotes |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents shares of common stock underlying restricted stock units granted to the reporting person under the Royal Caribbean Cruises Ltd. 2008 Equity Incentive Plan. In accordance with our vesting into retirement policy, award vests in one installment on the first anniversary of the grant date but will be subject to restrictions on transferability through the fourth anniversary of the grant date.
- F2Granted in consideration for service as an officer of the issuer.
- F3The sales reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 14, 2017.
- F4Represents the weighted-average sale price per share of a series of transactions, all of which were executed on February 13, 2018. The actual sale prices ranged from a low of $127.755 to a high of $128.74. The Reporting Person undertakes to provide upon request of the SEC Staff, Royal Caribbean Cruises Ltd. or a Royal Caribbean Cruises Ltd. security holder full information regarding the number of shares sold at each price within the range.
- F5Represents the weighted-average sale price per share of a series of transactions, all of which were executed on February 13, 2018. The actual sale prices ranged from a low of $128.76 to a high of $129.56. The Reporting Person undertakes to provide upon request of the SEC Staff, Royal Caribbean Cruises Ltd. or a Royal Caribbean Cruises Ltd. security holder full information regarding the number of shares sold at each price within the range.
- F6Shares owned by Monument Capital Corporation as nominee for various trusts primarily for the benefit of certain members of the Fain family.
- F7The reporting person disclaims beneficial ownership of some or all of these shares.
- F8Shares owned by The Montana Trust primarily for the benefit of certain members of the Fain family.
- F9This form does not include shares owned by other trusts for the benefit of members of the Fain family in which Mr. Fain does not have any beneficial or pecuniary interest nor shares directly or indirectly owned by Mr. Fain's adult children.