Kulovaara Harri U 4

4 · ROYAL CARIBBEAN CRUISES LTD · Filed Feb 12, 2026

AI-generated summary of this filing

Updated Feb 12, 2026

Royal Caribbean (RCL) EVP Harri Kulovaara Sells Shares to Cover Taxes

What Happened

Harri Kulovaara, EVP, Maritime at Royal Caribbean (RCL), received equity awards and had shares withheld to satisfy tax liabilities. On 02/10/2026 and 02/12/2026 the company recorded grants totaling 45,131 shares (awarded at $0.00) and withholding disposals of 18,024 shares to cover taxes, resulting in withholding value of about $6.22M.
Specifics: 42,912 shares (performance-share award) and 2,219 shares (restricted stock units) were granted on 02/10/2026; the issuer withheld 16,893 shares on 02/10/2026 at $345.40 (value $5,834,927) and 1,131 shares on 02/12/2026 at $337.84 (value $382,097).

Key Details

Transaction dates/prices:
- 02/10/2026: Grant of 42,912 shares @ $0.00; 16,893 shares withheld @ $345.40 (disposed; $5,834,927).
- 02/10/2026: Grant of 2,219 shares @ $0.00.
- 02/12/2026: 1,131 shares withheld @ $337.84 (disposed; $382,097).
Total shares granted: 45,131; total shares withheld/disposed: 18,024; total withholding value ≈ $6,217,024.
Shares owned after transaction: Not disclosed in the provided filing.
Notable footnotes:
- Awards include performance shares under the 2008 Equity Incentive Plan and restricted stock units (RSUs) that vest per company policy.
- 87 shares noted as acquired under the Employee Stock Purchase Plan (ESPP).
- Withheld shares represent the issuer covering the reporting person’s tax liabilities on vesting (routine tax withholding).
Filing timeliness: Report filed 02/12/2026 for transactions on 02/10 and 02/12; appears to be a timely Form 4 filing.

Context

These were not open-market sales but shares withheld by the company to satisfy tax obligations associated with vested awards (a common, administrative transaction). Such withholdings are routine and do not necessarily indicate the insider’s view of the company’s stock.
The grants include performance shares and RSUs; RSUs may remain subject to transfer restrictions per the vesting/retirement policy noted in the footnotes.

Form 4

Period: 2026-02-10

EVP, Maritime

Transactions

Award
Common Stock
[F1][F2]
2026-02-10+42,912→ 75,764 total
Tax Payment
Common Stock
[F3]
2026-02-10$345.40/sh−16,893$5,834,927→ 58,871 total
Award
Common Stock
[F4]
2026-02-10+2,219→ 61,090 total
Tax Payment
Common Stock
[F5]
2026-02-12$337.84/sh−1,131$382,097→ 59,959 total

Footnotes (5)

[F1]Represents shares of common stock underlying performance shares granted pursuant to the Royal Caribbean Cruises Ltd. 2008 Equity Incentive Plan, as amended.
[F2]Includes 87 shares acquired under the Issuer's Employee Stock Purchase Plan.
[F3]Represents the number of shares of common stock withheld by the issuer to cover the reporting person's tax liability associated with the vesting of shares underlying certain performance shares on 02/10/2026.
[F4]Represents shares of common stock underlying restricted stock units granted to the reporting person under the Royal Caribbean Cruises Ltd. 2008 Equity Incentive Plan, as amended. In accordance with our vesting into retirement policy, award vests in one installment on the first anniversary of the grant date but will be subject to restrictions on transferability through the third anniversary of the grant date.
[F5]Represents the number of shares of common stock withheld by the issuer to cover the reporting person's tax liability associated with the vesting of shares underlying certain restricted stock units on 02/12/2026.

Signature

/s/ Indira Sordo, Attorney-in-Fact for Harri U. Kulovaara|2026-02-12

1 file