What changed in this filing

/stocks — the workspaceLOADING

Item 5. Other Information

2025-06-26 compared with 2025-03-25 · 21 added, 26 removed, 36 unchanged (57% of the section changed)

1 unchanged sentence

Trading Plans

During the quarter ended February 28, 2025, no director or Section 16 officer adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements (in each case, as defined in Item 408(a) of Regulation S-K).

During the quarter ended May 31, 2025, no director or Section 16 officer adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements (in each case, as defined in Item 408(a) of Regulation S-K).

Table of Content

10 unchanged sentences

Material Contracts

10.1 Repricing Amendment No.

7, dated as of January 13, 2025, to Term Loan Agreement, dated as of June 30, 2020, among Carnival Finance, LLC and Carnival Corporation, as borrowers, Carnival plc, the other guarantors party thereto, the various financial institutions as are or shall become parties thereto, and JPMorgan Chase Bank, N.A., as administrative agent for the lenders.

10.2 Repricing Amendment No.

2, dated as of January 13, 2025, to Term Loan Agreement, dated as of August 8, 2023, among Carnival Finance, LLC and Carnival Corporation, as borrowers, Carnival plc, the other guarantors party thereto, the various financial institutions as are or shall become parties thereto, and JPMorgan Chase Bank, N.A., as administrative agent for the lenders.

10.3 Indenture, dated as of February 7, 2025, among Carnival Corporation, as issuer, Carnival plc, the guarantors party thereto and U.S.

Bank Trust Company, National Association, as trustee, relating to the 6.125% Senior Unsecured Notes due 2033.

10.4 Indenture, dated as of February 28, 2025, among Carnival Corporation, as issuer, Carnival plc, the guarantors party thereto and U.S.

10.1 Indenture, dated as of May 21, 2025, among Carnival Corporation, as issuer, Carnival plc, the guarantors party thereto and U.S.

Bank Trust Company, National Association, as trustee, relating to the 5.875% Senior Unsecured Notes due 2031.

10.2 Form of Non-Employee Director Annual Unrestricted Stock Award Agreement for the Carnival Corporation 2020 Stock Plan.

Rule 13a-14(a)/15d-14(a) certifications

31.1 Certification of President, Chief Executive Officer and Chief Climate Officer of Carnival Corporation pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.1 Certification of Chief Executive Officer of Carnival Corporation pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.2 Certification of Chief Financial Officer and Chief Accounting Officer of Carnival Corporation pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.3 Certification of President, Chief Executive Officer and Chief Climate Officer of Carnival plc pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.3 Certification of Chief Executive Officer of Carnival plc pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

31.4 Certification of Chief Financial Officer and Chief Accounting Officer of Carnival plc pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Section 1350 certifications

32.1* Certification of President, Chief Executive Officer and Chief Climate Officer of Carnival Corporation pursuant to 18 U.S.C.

32.1* Certification of Chief Executive Officer of Carnival Corporation pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Table of Content

INDEX TO EXHIBITS

Incorporated by Reference Filed/

Number Exhibit Description Form Exhibit Filing

32.2* Certification of Chief Financial Officer and Chief Accounting Officer of Carnival Corporation pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

32.3* Certification of President, Chief Executive Officer and Chief Climate Officer of Carnival plc pursuant to 18 U.S.C.

32.3* Certification of Chief Executive Officer of Carnival plc pursuant to 18 U.S.C.

Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

2 unchanged sentences

Interactive Data File

101 The consolidated financial statements from Carnival Corporation & plc’s joint Quarterly Report on Form 10-Q for the quarter ended February 28, 2025, as filed with the Securities and Exchange Commission on March 25, 2025, formatted in Inline XBRL, are as follows:

(i) the Consolidated Statements of Income (Loss) for the three months ended February 28/29, 2025 and 2024;

(ii) the Consolidated Statements of Comprehensive Income (Loss) for the three months ended February 28/29, 2025 and 2024;

(iii) the Consolidated Balance Sheets at February 28, 2025 and November 30, 2024 ;

(iv) the Consolidated Statements of Cash Flows for the three months ended February 28/29, 2025 and 2024;

(v) the Consolidated Statements of Shareholders’ Equity for the three months ended February 28/29, 2025 and 2024;

101 The consolidated financial statements from Carnival Corporation & plc’s joint Quarterly Report on Form 10-Q for the quarter ended May 31, 2025, as filed with the Securities and Exchange Commission on June 26, 2025, formatted in Inline XBRL, are as follows:

Table of Content

INDEX TO EXHIBITS

Incorporated by Reference Filed/

Number Exhibit Description Form Exhibit Filing

(i) the Consolidated Statements of Income (Loss) for the three and six months ended May 31, 2025 and 2024;

(ii) the Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended May 31, 2025 and 2024;

(iii) the Consolidated Balance Sheets at May 31, 2025 and November 30, 2024 ;

(iv) the Consolidated Statements of Cash Flows for the six months ended May 31, 2025 and 2024;

(v) the Consolidated Statements of Shareholders’ Equity for the three and six months ended May 31, 2025 and 2024;

(vi) the notes to the consolidated financial statements, tagged in summary and detail.

104 The cover page from Carnival Corporation & plc’s joint Quarterly Report on Form 10-Q for the quarter ended February 28, 2025, as filed with the Securities and Exchange Commission on March 25, 2025, formatted in Inline XBRL (included as Exhibit 101).

104 The cover page from Carnival Corporation & plc’s joint Quarterly Report on Form 10-Q for the quarter ended May 31, 2025, as filed with the Securities and Exchange Commission on June 26, 2025, formatted in Inline XBRL (included as Exhibit 101).

* These items are furnished and not filed.

4 unchanged sentences

Josh Weinstein Josh Weinstein

President, Chief Executive Officer and Chief Climate Officer President, Chief Executive Officer and Chief Climate Officer

Chief Executive Officer Chief Executive Officer

/s/ David Bernstein /s/ David Bernstein

1 unchanged sentence

Chief Financial Officer and Chief Accounting Officer Chief Financial Officer and Chief Accounting Officer

March 25, 2025 Date:

March 25, 2025

June 26, 2025 Date:

June 26, 2025

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 5. Other Information