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Carnival PLC — Board/Management Information 2014
Jan 7, 2014
4799_rns_2014-01-07_9bf625f8-2f86-4515-8fd6-313cb3576038.pdf
Board/Management Information
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) January 6, 2014
Carnival Corporation Carnival plc
(Commission File Number) (Commission File Number)
Identification No.) Identification No.)
3655 N.W. 87th Avenue Miami, Florida 33178-2428 United States of America (Address of principal (Address of principal executive offices) (Zip Code)
(Registrant's telephone number, (Registrant's telephone number, including area code) including area code)
None None
(Former name or former address, (Former name or former address, if changed since last report.) if changed since last report.)
(Exact name of registrant (Exact name of registrant as specified in its charter) as specified in its charter)
Republic of Panama England and Wales (State or other jurisdiction (State or other jurisdiction of incorporation) of incorporation)
001-9610 001-15136
59-1562976 98-0357772 (IRS Employer (IRS Employer
Carnival House 5 Gainsford Street London SE1 2NE United Kingdom executive offices) (Zip Code)
(305) 599-2600 011 44 20 7940 5381
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Section 5 – Corporate Governance and Management.
Item 5.02 – Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b)
Pier Luigi Foschi, a member of the Boards of Directors of Carnival Corporation and Carnival plc (together, the "Companies"), Chairman of Costa Crociere, S.p.A. and Chairman and Chief Executive Officer of Carnival Asia, a division of Carnival plc, notified the Companies on January 6, 2014 that he will be retiring from the Boards of Directors effective January 6, 2014 and from employment with the Companies which concluded November 30, 2013.
(e)
On January 6, 2014, the Companies, along with Costa Crociere, S.p.A. and Carnival Asia (collectively, "Carnival") entered into a Mutual Separation and Settlement Agreement (the "Settlement Agreement") with Mr. Foschi. The Settlement Agreement provides for, among other things, non-competition, non-solicitation, and confidentiality covenants as well as a general waiver of claims against Carnival, its affiliates, officers and directors by Mr. Foschi. Carnival Corporation will pay Mr. Foschi €1,000,000 in consideration for his waiver of claims and €250,000 in consideration for the non-competition and non-solicitations obligations provided for in the Settlement Agreement.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each of the registrants has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
CARNIVAL CORPORATION CARNIVAL plc
By: /s/ Arnaldo Perez By: /s/ Arnaldo Perez Name: Arnaldo Perez Name: Arnaldo Perez General Counsel & General Counsel & Secretary Company Secretary
Date: January 7, 2014 Date: January 7, 2014
Title: Senior Vice President, Title: Senior Vice President,