MA 1994 B SHARES LP 4
4 · CARNIVAL PLC · Filed May 7, 2026
Research Summary
AI-generated summary of this filing
Carnival (CUK) MA 1994 B Shares LP Surrenders 80.7M Trust Shares
What Happened MA 1994 B Shares LP (reporting person) disposed of 80,736,445 Trust Shares of Carnival plc on May 7, 2026 by surrendering them to the issuer (transaction code D). The Trust Shares were canceled in connection with the DLC Unification and Redomiciliation; no consideration (cash) was paid and no Carnival Corporation common stock was sold by the reporting person as part of this transaction. Price and total value are reported as N/A because this was a surrender/cancellation, not an open‑market sale.
Key Details
- Transaction date: 2026-05-07 (filed the same day).
- Transaction type: Disposition to issuer (D) — surrender and cancellation of Trust Shares.
- Shares involved: 80,736,445 Trust Shares surrendered; price = N/A; total value = N/A.
- Shares owned after transaction: Trust Shares beneficially owned by the reporting person were surrendered and canceled (effectively 0 Trust Shares post-transaction). The filing states the reporting person did not dispose of any Carnival Corporation securities.
- Notable footnotes: F1 explains the Trust Shares represent a beneficial interest in Carnival plc’s special voting share and are paired with Carnival Corporation common stock. F2 explains the Trust Shares were surrendered to Carnival plc for no consideration as part of the DLC Unification and Redomiciliation.
- Remarks: The reporting person may be deemed part of a Section 13(d) group owning >10% of the issuer’s common stock but disclaims such group membership; this filing is not an admission of group membership.
Context This was not a market sale by an insider taking proceeds; it was a corporate-transaction driven surrender/cancellation of Trust Shares tied to the DLC Unification and Redomiciliation (Carnival plc became a wholly owned subsidiary of Carnival Corporation Ltd.). For retail investors, this type of disposition reflects structural changes in corporate organization rather than an insider judgment about the company’s stock price.
Insider Transaction Report
- Disposition to Issuer
Trust Shares (Beneficial Interest in Special Voting Share)
[F1][F2]2026-05-07−80,736,445→ 0 total
Footnotes (2)
- [F1]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.
- [F2]On May 7, 2026, Carnival Corporation and Carnival plc completed the previously announced DLC Unification and Redomiciliation Transactions (the "DLC Unification and Redomiciliation"), pursuant to which Carnival plc became a wholly-owned subsidiary of Carnival Corporation Ltd. In connection with the consummation of the DLC Unification and Redomiciliation, the Trust Shares beneficially owned by the Reporting Person were surrendered to Carnival plc for no consideration, and then canceled. The Reporting Person did not dispose of any Carnival Corporation securities in connection with the DLC Unification and Redomiciliation.