CARNIVAL CORP — Director's Dealing 2023

Feb 8, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CARNIVAL CORP (CCL)
CIK: 0000815097
Period of Report: 2023-02-06

Reporting Person: Bernstein David (CFO & CAO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-02-06	Common Stock	A	16336	—	Acquired	109214	Direct
2023-02-06	Common Stock	F	6428	$11.6695	Disposed	102786	Direct
2023-02-06	Common Stock	A	63238	—	Acquired	166024	Direct
2023-02-06	Common Stock	F	24885	$11.6695	Disposed	141139	Direct

Footnotes

F1: Vesting of performance-based restricted stock units ("PBS RSUs") granted in February 2020 pursuant to the Carnival Corporation 2011 Stock Plan which includes shares from the settlement of dividend equivalents accumulated during the PBS RSU restricted period. Each PBS RSU represents one share of Carnival Corporation common stock.

F2: The reporting person was eligible to earn from 0-200% of the target amount of PBS RSUs based upon the extent to which Carnival Corporation & plc's annual adjusted operating income, as further adjusted for certain fuel price changes and currency exchange rate impact for each of the three fiscal years in the 2020-2022 performance period, return on invested capital for 2021-2022, and certain environmental, social & governance metrics, reach or exceed specified performance goals.

F3: Represents shares withheld by the Company to cover taxes associated with vesting of PBS RSUs.

F4: Vesting of PBS RSUs granted in August 2020 pursuant to the Carnival Corporation 2020 Stock Plan. Each PBS RSU represents one share of Carnival Corporation common stock.

F5: The reporting person was eligible to earn from 0-150% of the target amount of PBS RSUs based upon the extent to which Carnival Corporation & plc's certain specified environmental, social & governance metrics over the 2020-2022 performance period reach or exceed specified performance goals.