ROYAL CARIBBEAN CRUISES LTD·4

Feb 12, 6:02 PM ET

Holtz Naftali 4

Research Summary

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Royal Caribbean CFO Naftali Holtz Receives Awards; Shares Withheld

What Happened
Naftali Holtz, CFO of Royal Caribbean Cruises Ltd. (RCL), was granted equity awards and had shares withheld to cover tax liabilities. On 2026-02-10 Holtz was awarded 60,411 performance-share equivalents (acquisition price $0.00) and 5,577 restricted stock units (acquisition price $0.00) — a total of 65,988 shares granted. To satisfy tax withholding on vesting, 23,770 shares were withheld/disposed on 2026-02-10 at $345.40 each for proceeds of $8,210,277, and 713 shares were withheld/disposed on 2026-02-12 at $337.84 each for $240,880. Total shares withheld: 24,483; total value withheld: $8,451,157. These filings reflect awards (acquisitions) and administrative tax-withholding (dispositions), not open-market purchases or voluntary sales.

Key Details

  • Transaction dates and prices:
    • 02/10/2026: Award of 60,411 performance shares (A) and 5,577 RSUs (A) at $0.00.
    • 02/10/2026: 23,770 shares withheld (F) at $345.40 — $8,210,277.
    • 02/12/2026: 713 shares withheld (F) at $337.84 — $240,880.
  • Shares owned after transaction: Not specified in this Form 4 filing.
  • Footnotes: F1 = performance shares under the 2008 Equity Incentive Plan; F3 = RSUs under the same plan; F2 & F4 indicate shares withheld by the issuer to cover the reporting person’s tax liability on vesting.
  • Filing timeliness: Report filed 2026-02-12 for transactions on 02/10 and 02/12 — within the standard two-business-day reporting window (not marked late).

Context

  • The grants (performance shares and RSUs) are compensation awards and show long-term equity issuance to the CFO; they have an acquisition price of $0.00 because they vest rather than being bought.
  • The disposals labeled “F” are issuer withholding of shares to cover tax obligations on vesting (a cashless withholding), not indicative of an open-market sale or change in conviction.
  • For retail investors: awards are routine executive compensation; tax-withholding dispositions are administrative. There were no open-market purchases or voluntary sales reported here.