weinstein joshua ian 4
4 · CARNIVAL PLC · Filed Feb 12, 2026
Research Summary
AI-generated summary of this filing
Carnival (CUK) CEO Joshua Weinstein Receives Award; Sells Shares for Taxes
What Happened
- Joshua Ian Weinstein, CEO of Carnival plc (CUK), had 635,820 shares issued to him on Feb 10, 2026 as the vesting of performance-based restricted stock units (PBS RSUs) (reporting code A).
- To cover tax withholding on vested awards, a total of 271,172 shares were surrendered/disposed (reporting code F): 250,196 shares at $33.22 each ($8,310,285) and 20,976 shares at $33.22 each ($696,720), totaling approximately $9,007,005. These were routine share-withholdings to satisfy tax obligations.
Key Details
- Transaction date: February 10, 2026; filing date: February 12, 2026 (filed within the typical two-business-day Form 4 window).
- Award: 635,820 shares issued at $0.00 (vesting of PBS RSUs granted April 2023).
- Withholding disposals: 250,196 shares @ $33.22 ($8,310,285) and 20,976 shares @ $33.22 ($696,720); total ~271,172 shares sold for ~$9.01M to cover taxes.
- Notable footnotes:
- Vesting relates to performance-based RSUs under the Carnival 2020 Stock Plan (each RSU = 1 share).
- Performance goals for the 2023–2025 period certified at 170.4% of target, triggering the reported vesting.
- Some shares are issued as "Trust Shares" representing beneficial interests in a special voting share (dual-listed company trust structure).
- Withholding noted as issuer share-withholdings for taxes (routine; reporting code F).
- Shares owned after the transaction: not specified in the provided filing.
Context
- This filing reflects a vesting event (award) combined with routine tax withholding; the withheld/sold shares are a common administrative step and not an open-market sale decision by the insider.
- The performance-based awards vested above target (170.4%), which increased the number of shares issued. The trust-share structure ties Carnival plc voting interests to Carnival Corporation common stock for DLC-related governance.
Insider Transaction Report
Form 4
CARNIVAL PLCCUK
weinstein joshua ian
DirectorChief Executive Officer
Transactions
- Award
Trust Shares (beneficial Interest in Special Voting Share)
[F1][F2][F3]2026-02-10+635,820→ 1,352,042.228 total - Tax Payment
Trust Shares (beneficial Interest in Special Voting Share)
[F1][F4]2026-02-10$33.22/sh−250,196$8,310,285→ 1,101,846.228 total - Tax Payment
Trust Shares (beneficial Interest in Special Voting Share)
[F1][F5]2026-02-10$33.22/sh−20,976$696,720→ 1,080,870.228 total
Footnotes (5)
- [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 (f/k/a 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]Vesting of performance-based restricted stock units ("PBS RSUs") granted in April 2023 pursuant to the Carnival Corporation 2020 Stock Plan. Each PBS RSU represents one share of Carnival Corporation common stock.
- [F3]The reporting person was eligible to earn from 0-200% of the target amount based on the achievement of certain pre-established performance goals for the 2023-2025 performance period, as certified by the Compensation Committee. These goals were achieved at 170.4% of target, resulting in the vesting of the shares reported herein.
- [F4]Represents shares withheld by the Issuer to cover taxes associated with vesting of performance-based restricted stock units granted April 21, 2023.
- [F5]Represents shares withheld by the Issuer to cover taxes associated with vesting of time-based restricted stock units granted April 21, 2023.
Signature
/s/ Josh Weinstein|2026-02-12