0000950142-14-000729.txt : 20140326 0000950142-14-000729.hdr.sgml : 20140326 20140326073154 ACCESSION NUMBER: 0000950142-14-000729 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140324 FILED AS OF DATE: 20140326 DATE AS OF CHANGE: 20140326 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CARNIVAL PLC CENTRAL INDEX KEY: 0001125259 STANDARD INDUSTRIAL CLASSIFICATION: WATER TRANSPORTATION [4400] IRS NUMBER: 000000000 FISCAL YEAR END: 1130 BUSINESS ADDRESS: STREET 1: 5 GAINSFORD ST STREET 2: CARNIVAL HOUSE CITY: LONDON WC1A 1PP ENGL STATE: X0 ZIP: 00000 BUSINESS PHONE: 011 44 20 7940 5381 MAIL ADDRESS: STREET 1: 77 NEW OXFORD ST CITY: LONDON STATE: X0 ZIP: 00000 FORMER COMPANY: FORMER CONFORMED NAME: P&O PRINCESS CRUISES PLC DATE OF NAME CHANGE: 20000929 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ARISON MICKY MEIR CENTRAL INDEX KEY: 0001142244 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-15136 FILM NUMBER: 14717365 MAIL ADDRESS: STREET 1: C/O PAUL WEISS RIFKIND WHARTON STREET 2: 1285 AVENUE OF THE AMERICAS 2ND FLOOR CITY: NEW YORK STATE: NY ZIP: 10019-6064 4 1 es1400478_4-arison.xml OWNERSHIP DOCUMENT X0306 4 2014-03-24 0 0001125259 CARNIVAL PLC CUK 0001142244 ARISON MICKY MEIR C/O CARNIVAL CORPORATION 3655 NW 87TH AVE MIAMI FL 33178 1 1 1 0 Chairman of the Board Trust Shares(Beneficial Interest in Special Voting Share) 2014-03-24 4 S 0 56569 40.0894 D 408917 I By Nickel 97-07 Trust Trust Shares(Beneficial Interest in Special Voting Share) 2014-03-24 4 S 0 304954 40.0894 D 97940860 I By MA 1994 B Shares, L.P. Trust Shares(Beneficial Interest in Special Voting Share) 2014-03-24 4 S 0 163825 40.0894 D 4218590 I By Nickel 2003 Revocable Trust Trust Shares(Beneficial Interest in Special Voting Share) 1954324 I By various trusts Represents 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. These shares were sold pursuant to a Rule 10b5-1(c) sales plan dated February 28, 2014, relating to the sale of up to 5,000,000 shares of Carnival Corporation Common Stock. The transaction was executed in multiple trades at prices ranging from $40.03 to $40.20. The price reported above reflects the weighted average purchase prices on the dates indicated. 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 transactions were effected. The transaction was executed in multiple trades at prices ranging from $40.03 to $40.20. The price reported above reflects the weighted average purchase prices on the dates indicated. 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 transactions were effected. The transaction was executed in multiple trades at prices ranging from $40.03 to $40.20. The price reported above reflects the weighted average purchase prices on the dates indicated. 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 transactions were effected. Includes (i) 442,307 shares of Carnival Corporation Common Stock held by the Nickel 2009 GRAT; (ii) 756,008 shares of Carnival Corporation Common Stock held by the NA 2008 Trust; and (iii) 756,009 shares of Carnival Corporation Common Stock held by the KA 2008 Trust. The Reporting Person disclaims beneficial ownership of the shares of Carnival Corporation Common Stock held by the NA 2008 Trust and the KA 2008 Trust. /s/ John J. O'Neil, attorney-in-fact 2014-03-25