Financial Statements .
−Removed: CARNIVAL CORPORATION & PLC
−Removed: CONSOLIDATED STATEMENTS OF INCOME (LOSS)
+Added: CARNIVAL CORPORATION LTD.
+Added: CONSOLIDATED STATEMENTS OF INCOME
(in millions, except per share data)
−Removed: Three Months Ended February 28,
+Added: Three Months Ended
+Added: May 31, Six Months Ended
+Added: 2026 2025 2026 2025
Passenger ticket $ 4,273 $ 4,104 $ 8,296 $ 7,936
5 unchanged sentences
Payroll and related 699 640 1,383 1,280
+Added: Fuel 595 468 992 933
+Added: Food 389 372 771 726
Other operating 1,067 955 2,054 1,813
7 unchanged sentences
Other income (expense), net ( 23 ) ( 16 ) ( 70 ) ( 4 )
−Removed: Income (Loss) Before Income Taxes 280 ( 68 )
+Added: Income Before Income Taxes 555 585 835 517
Income tax expense, net ( 17 ) ( 17 ) ( 34 ) ( 24 )
−Removed: Net Income (Loss) 263 ( 75 )
−Removed: net income attributable to noncontrolling interest 4 4
−Removed: Net Income (Loss) attributable to Carnival Corporation & plc $ 258 $ ( 78 )
+Added: Net Income 539 568 801 494
+Added: net income attributable to noncontrolling interests 2 4 6 7
+Added: Net Income attributable to Carnival Corporation Ltd.
+Added: $ 537 $ 565 $ 795 $ 486
Earnings Per Share
2 unchanged sentences
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: CARNIVAL CORPORATION & PLC
−Removed: CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
+Added: CARNIVAL CORPORATION LTD.
+Added: CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in millions)
−Removed: Three Months Ended February 28,
−Removed: Net Income (Loss) $ 263 $ ( 75 )
+Added: Three Months Ended
+Added: May 31, Six Months Ended
+Added: 2026 2025 2026 2025
+Added: Net Income $ 539 $ 568 $ 801 $ 494
Items Included in Other Comprehensive Income (Loss)
2 unchanged sentences
Other Comprehensive Income (Loss) ( 3 ) 233 69 221
−Removed: Total Comprehensive Income (Loss) 335 ( 86 )
−Removed: comprehensive income attributable to noncontrolling interest 4 4
−Removed: Comprehensive Income (Loss) attributable to Carnival Corporation & plc $ 331 $ ( 90 )
+Added: Total Comprehensive Income 536 801 871 715
+Added: comprehensive income attributable to noncontrolling interests 2 4 6 7
+Added: Comprehensive Income attributable to Carnival Corporation Ltd.
+Added: $ 534 $ 798 $ 864 $ 708
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: CARNIVAL CORPORATION & PLC
+Added: CARNIVAL CORPORATION LTD.
CONSOLIDATED BALANCE SHEETS
(in millions, except par values)
−Removed: 2026 November 30, 2025
+Added: May 31, 2026 November 30, 2025
Current Assets
23 unchanged sentences
Shareholders’ Equity
−Removed: Carnival Corporation common stock, $ 0.01 par value;
+Added: Carnival Corporation Ltd.
+Added: common shares, $ 0.01 par value;
1,960 shares authorized;
1 unchanged sentence
Carnival plc ordinary shares, $ 1.66 par value;
−Removed: 217 shares issued at 2026 and 2025
+Added: no shares issued at 2026 and 217 shares issued at 2025
Additional paid-in capital 15,640 17,253
1 unchanged sentence
Accumulated other comprehensive income (loss) (“AOCI”) ( 1,741 ) ( 1,810 )
−Removed: Treasury stock, 128 shares at 2026 and 131 shares at 2025 of Carnival Corporation and 71 shares at 2026 and 72 shares at 2025 of Carnival plc, at cost
+Added: Treasury stock, 142 shares at 2026 and 131 shares at 2025 of Carnival Corporation Ltd.
+Added: and no shares at 2026 and 72 shares at 2025 of Carnival plc, at cost
( 5,943 ) ( 8,364 )
−Removed: Total shareholders’ equity attributable to Carnival Corporation & plc 13,031 12,270
−Removed: Noncontrolling interest 18 14
+Added: Total shareholders’ equity attributable to Carnival Corporation Ltd.
+Added: 12,968 12,270
+Added: Noncontrolling interests 16 14
Total shareholders’ equity 12,984 12,284
1 unchanged sentence
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: CARNIVAL CORPORATION & PLC
+Added: CARNIVAL CORPORATION LTD.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(in millions)
−Removed: Three Months Ended
+Added: Six Months Ended
OPERATING ACTIVITIES
−Removed: Net income (loss) $ 263 $ ( 75 )
−Removed: Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities
+Added: Net income $ 801 $ 494
+Added: Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization 1,419 1,346
3 unchanged sentences
Non-cash lease expense 85 77
+Added: Gain on sales of ships — ( 103 )
Greenhouse gas regulatory expense 57 29
11 unchanged sentences
Advances to affiliates ( 46 ) ( 40 )
+Added: Other 3 ( 5 )
Net cash used in investing activities ( 1,481 ) ( 1,191 )
5 unchanged sentences
Dividends paid ( 414 ) —
+Added: Share repurchases ( 381 ) —
Other ( 33 ) 10
5 unchanged sentences
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: CARNIVAL CORPORATION & PLC
+Added: CARNIVAL CORPORATION LTD.
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
1 unchanged sentence
Three Months Ended
−Removed: stock Ordinary
+Added: shares Ordinary
shares Additional
1 unchanged sentence
earnings AOCI Treasury
−Removed: stock Non-controlling interest Total shareholders’ equity
+Added: stock Non-controlling interests Total shareholders’ equity
+Added: At February 28, 2026
+Added: $ 14 $ 361 $ 17,871 $ 4,733 $ ( 1,738 ) $ ( 8,210 ) $ 18 $ 13,049
+Added: Net income — — — 537 — — 2 539
+Added: Other comprehensive loss — — — — ( 3 ) — — ( 3 )
+Added: DLC unification share exchange and related costs 1 ( 361 ) ( 2,225 ) — — 2,563 — ( 22 )
+Added: Cash dividends
+Added: ($ 0.15 per share)
+Added: — — — ( 207 ) — — — ( 207 )
+Added: Share repurchases — — — — — ( 390 ) — ( 390 )
+Added: Issuance of treasury shares for vested share-based awards — — ( 31 ) ( 67 ) — 97 — —
+Added: Share-based compensation and other 0 0 25 0 — ( 3 ) ( 4 ) 18
+Added: At May 31, 2026
+Added: $ 15 $ — $ 15,640 $ 4,996 $ ( 1,741 ) $ ( 5,943 ) $ 16 $ 12,984
+Added: At February 28, 2025
+Added: $ 13 $ 361 $ 17,171 $ 1,991 $ ( 1,986 ) $ ( 8,376 ) $ 9 $ 9,182
+Added: Net income — — — 565 — — 4 568
+Added: Other comprehensive income — — — — 233 — — 233
+Added: Issuance of treasury shares for vested share-based awards — — — ( 12 ) — 12 — —
+Added: Share-based compensation and other 0 — 26 0 — ( 1 ) ( 2 ) 23
+Added: At May 31, 2025
+Added: $ 13 $ 361 $ 17,197 $ 2,543 $ ( 1,753 ) $ ( 8,364 ) $ 11 $ 10,007
+Added: Six Months Ended
+Added: shares Ordinary
+Added: shares Additional
+Added: capital Retained
+Added: earnings AOCI Treasury
+Added: stock Non-controlling interests Total shareholders’ equity
At November 30, 2025
−Removed: Net income (loss) — — — 258 — — 4 263
−Removed: Other comprehensive income (loss) — — — — 72 — — 72
−Removed: Cash dividends ($ 0.15 per share)
$ 13 $ 361 $ 17,253 $ 4,817 $ ( 1,810 ) $ ( 8,364 ) $ 14 $ 12,284
+Added: Net income — — — 795 — — 6 801
+Added: Other comprehensive income — — — — 69 — — 69
+Added: DLC unification share exchange and related costs 1 ( 361 ) ( 2,225 ) — — 2,563 — ( 22 )
+Added: Cash dividends
+Added: ($ 0.30 per share)
+Added: — — — ( 414 ) — — — ( 414 )
Conversion of Convertible Notes 1 — 617 — — — — 618
+Added: Share repurchases — — — — — ( 390 ) — ( 390 )
Issuance of treasury shares for vested share-based awards — — ( 61 ) ( 202 ) — 262 — —
Share-based compensation and other 0 0 55 0 — ( 14 ) ( 4 ) 38
−Removed: At February 28, 2026 $ 14 $ 361 $ 17,871 $ 4,733 $ ( 1,738 ) $ ( 8,210 ) $ 18 $ 13,049
+Added: At May 31, 2026
+Added: $ 15 $ — $ 15,640 $ 4,996 $ ( 1,741 ) $ ( 5,943 ) $ 16 $ 12,984
At November 30, 2024
−Removed: Net income (loss) — — — ( 78 ) — — 4 ( 75 )
−Removed: Other comprehensive income (loss) — — — — ( 12 ) — — ( 12 )
+Added: $ 13 $ 361 $ 17,150 $ 2,101 $ ( 1,975 ) $ ( 8,404 ) $ 6 $ 9,251
+Added: Net income — — — 486 — — 7 494
+Added: Other comprehensive income — — — — 221 — — 221
Issuance of treasury shares for vested share-based awards — — — ( 44 ) — 44 — —
Share-based compensation and other 0 0 47 0 — ( 5 ) ( 2 ) 40
−Removed: At February 28, 2025 $ 13 $ 361 $ 17,171 $ 1,991 $ ( 1,986 ) $ ( 8,376 ) $ 9 $ 9,182
+Added: At May 31, 2025
+Added: $ 13 $ 361 $ 17,197 $ 2,543 $ ( 1,753 ) $ ( 8,364 ) $ 11 $ 10,007
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: CARNIVAL CORPORATION & PLC
+Added: CARNIVAL CORPORATION LTD.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 – General
−Removed: The consolidated financial statements include the accounts of Carnival Corporation and Carnival plc and their respective subsidiaries.
−Removed: Together with their consolidated subsidiaries, they are referred to collectively in these consolidated financial statements and elsewhere in this joint Quarterly Report on Form 10-Q as “Carnival Corporation & plc,” “our,” “us” and “we.”
+Added: Carnival Corporation Ltd.
+Added: and its consolidated subsidiaries are collectively referred to as “Carnival Corporation,” “our,” “us” and “we” in these consolidated financial statements and elsewhere in this Quarterly Report on Form 10-Q.
+Added: DLC Unification and Redomiciliation
+Added: In May 2026, we completed the unification of the dual listed company structure under a single company, Carnival Corporation Ltd., listed solely on the New York Stock Exchange.
+Added: Carnival plc shareholders received Carnival Corporation Ltd.
+Added: shares on a one-for-one basis, and the Carnival plc shares and American Depositary Receipts were de-listed from the London Stock Exchange and the New York Stock Exchange (“DLC Unification”).
+Added: Additionally, we completed the migration of our legal incorporation from Panama to Bermuda (“Redomiciliation”).
+Added: There have been no material changes to our business, including strategy, underlying assets and operations following the DLC Unification and Redomiciliation.
+Added: As a result of these transactions, the accompanying Consolidated Statements of Shareholders’ Equity as of May 31, 2026, reflect only the equity of Carnival Corporation Ltd.
Basis of Presentation
2 unchanged sentences
The preparation of our interim consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported and disclosed.
−Removed: We have made reasonable estimates and judgments of such items within our financial statements and there may be changes to those estimates in future periods.
+Added: We have made reasonable estimates and judgments of such items within our consolidated financial statements and there may be changes to those estimates in future periods.
Our operations are seasonal and results for interim periods are not necessarily indicative of the results for the entire year.
1 unchanged sentence
Securities and Exchange Commission (“SEC”) on January 27, 2026 (“Form 10-K”).
−Removed: For 2025, we reclassified certain immaterial amounts within both operating activities and investing activities in the Consolidated Statements of Cash Flows to conform to the current year presentation.
−Removed: We also reclassified certain immaterial amounts in the Consolidated Statements of Income (Loss), Consolidated Statements of Comprehensive Income (Loss), Consolidated Balance Sheets, Consolidated Statements of Cash Flows and Consolidated Statements of Shareholders’ Equity in order to separately present amounts attributable to noncontrolling interests primarily associated with our subsidiaries that operate Isla Tropicale and Amber Cove.
+Added: For 2025, we reclassified certain immaterial amounts within the Consolidated Statements of Cash Flows to conform to the current year presentation.
+Added: These reclassifications did not affect net cash provided by (used in) operating, investing or financing activities.
+Added: We also reclassified certain immaterial amounts in the Consolidated Statements of Income (Loss), Consolidated Statements of Comprehensive Income (Loss), Consolidated Balance Sheets, Consolidated Statements of Cash Flows and Consolidated Statements of Shareholders’ Equity to separately present amounts attributable to noncontrolling interests primarily associated with our subsidiaries that operate Isla Tropicale and Amber Cove.
Property and Equipment
1 unchanged sentence
In December 2025, we completed such review considering the period over which we expect to operate our ships and our long-term plans.
−Removed: As a result, we determined our ships’ depreciable lives would be extended to 35 years.
+Added: As a result, we extended our ships’ depreciable lives to 35 years.
In connection with the increase in estimated useful life, we reduced our estimated residual value of each ship to be 5 % of our original ship cost for LNG powered ships and a range of salvage values under $ 25 million for all other ships, depending on the class and tonnage of the ship.
−Removed: This revision did not have a material impact on our financial statements and has been applied prospectively beginning December 1, 2025.
+Added: This revision did not have a material impact on our consolidated financial statements and has been applied prospectively beginning December 1, 2025.
Accounting Pronouncements
1 unchanged sentence
This guidance requires disaggregation of rate reconciliation categories and income taxes paid by jurisdiction, as well as other amendments relating to income tax disclosures.
−Removed: This guidance is required to be adopted by us for our fiscal 2026 annual financial statements.
+Added: This guidance is required to be adopted by us for our fiscal 2026 annual financial statements on a prospective basis with the option to apply retrospectively.
We are evaluating the impact this guidance may have on our consolidated financial statements.
1 unchanged sentence
This guidance requires annual and interim disclosure of disaggregated information for certain costs and expenses.
−Removed: This guidance is required to be adopted by us beginning with our fiscal 2028 annual financial statements and fiscal 2029 interim periods.
+Added: This guidance is required to be adopted by us beginning with our fiscal 2028 annual financial statements and fiscal 2029 interim periods on a prospective or retrospective basis.
We are evaluating the impact this guidance may have on our consolidated financial statements.
1 unchanged sentence
This guidance provides a practical expedient permitting an entity to assume that conditions at the balance sheet date remain unchanged over the life of the asset when estimating expected credit losses for current accounts receivable and current contract assets accounted for under Revenue from Contracts with Customers .
−Removed: This guidance is required to be adopted by us in the first quarter of 2027.
+Added: This guidance is required to be adopted by us in the first quarter of 2027 on a prospective basis.
We are evaluating the impact this guidance may have on our consolidated financial statements.
2 unchanged sentences
Entities will be required to start capitalizing software costs when (i) management has authorized and committed to funding the software project, and (ii) it is probable the project will be completed and the software will be used as intended.
−Removed: This guidance is required to be adopted by us in the first quarter of 2029.
+Added: This guidance is required to be adopted by us in the first quarter of 2029 on a prospective, modified, or retrospective basis.
We are evaluating the impact this guidance may have on our consolidated financial statements.
+Added: In May 2026, the FASB issued guidance, Environmental Credits and Environmental Credit Obligations .
+Added: This guidance establishes recognition, measurement, presentation and disclosure requirements for all entities that generate, purchase, or receive environmental credits or have a regulatory compliance obligation that may be settled with environmental credits.
+Added: This guidance is required to be adopted by us in the first quarter of 2029 on a retrospective basis.
+Added: We are evaluating the impact this guidance may have on our consolidated financial statements.
NOTE 2 – Revenue and Expense Recognition
7 unchanged sentences
The related expenses of these services are included in Prepaid expenses and other when paid prior to the start of a voyage and are subsequently recognized in Commissions, transportation and other expenses at the time of revenue recognition.
−Removed: We had prepaid air and other transportation expenses of $ 221 million as of February 28, 2026 and $ 233 million as of November 30, 2025.
+Added: We had prepaid air and other transportation expenses of $ 210 million as of May 31, 2026 and $ 233 million as of November 30, 2025.
The proceeds that we collect from the sales of third-party shore excursions are included in Onboard and other revenues and the related expenses are included in Onboard and other expenses.
5 unchanged sentences
Revenues by Country
−Removed: Revenue by country, which are based on where our guests are sourced, were as follows:
+Added: Revenues by country are based on where our guests are sourced and were as follows:
Three Months Ended
+Added: May 31, Six Months Ended
(in millions) 2026 2025 2026 2025
4 unchanged sentences
$ 6,663 $ 6,328 $ 12,828 $ 12,139
−Removed: (a) No other individual country’s revenue exceeded 10% for the three months ended February 28, 2026 and 2025.
+Added: (a) No other individual country’s revenue exceeded 10% for the three and six months ended May 31, 2026 and 2025.
Customer Deposits
3 unchanged sentences
These amounts include refundable deposits.
−Removed: We had total customer deposits of $ 7.9 billion as of February 28, 2026 and $ 7.2 billion as of November 30, 2025.
+Added: We had total customer deposits of $ 9.0 billion as of May 31, 2026 and $ 7.2 billion as of November 30, 2025.
Our customer deposits balance changes due to the seasonal nature of cash collections, which typically results from higher ticket prices and occupancy levels during the third quarter, the recognition of revenue, refunds of customer deposits and foreign currency changes.
Trade and Other Receivables
−Removed: Although we generally require full payment from our customers prior to or concurrently with their cruise, we grant credit terms to a relatively small portion of our revenue source.
+Added: Although we generally require full payment from our guests prior to or concurrently with their cruise, we grant credit terms to a relatively small portion of our revenue source.
We have receivables from credit card merchants and travel agents for cruise ticket purchases and onboard revenue.
3 unchanged sentences
We record these amounts within Prepaid expenses and other and subsequently recognize these amounts as Commissions, transportation and other at the time of revenue recognition or at the time of voyage cancellation.
−Removed: We had incremental costs of obtaining contracts with customers recognized as assets of $ 393 million as of February 28, 2026 and $ 363 million as of November 30, 2025 .
+Added: We had incremental costs of obtaining contracts with customers recognized as assets of $ 481 million as of May 31, 2026 and $ 363 million as of November 30, 2025 .
NOTE 3 – Debt
−Removed: February 28, November 30,
−Removed: (in millions) Maturity Rate (a) 2026 2025
+Added: (in millions) Maturity Rate (a) May 31,
+Added: 2026 November 30, 2025
Secured Subsidiary Guaranteed
16 unchanged sentences
Fixed rate Aug 2027 - Dec 2032 2.42 - 3.38 %
−Removed: EUR floating rate Oct 2026 - Nov 2034 EURIBOR + 0.55 - 0.80 %
−Removed: EUR fixed rate Feb 2031 - Sep 2037 1.05 - 4.00 %
+Added: EUR floating rate (d) Oct 2026 - Nov 2034 EURIBOR +
+Added: 0.55 - 0.80 %
+Added: EUR fixed rate (d) Feb 2031 - Sep 2037 1.05 - 4.00 %
Total Unsecured Subsidiary Guaranteed 19,674 21,411
3 unchanged sentences
EUR floating rate Apr 2029 EURIBOR + 1.95 %
+Added: Export Credit Facilities
+Added: EUR floating rate (d) Dec 2033 EURIBOR + 0.55 %
+Added: EUR fixed rate (d) Jan 2034 - Apr 2036 1.25 - 1.73 %
Total Unsecured (No Subsidiary Guarantee) 2,799 2,874
7 unchanged sentences
(c) Includes applicable credit adjustment spread.
−Removed: As of February 28, 2026, all of our outstanding debt is issued or guaranteed by substantially the same entities with the exception of the $ 1.8 billion of export credit facilities of Sun Princess Limited and Sun Princess II Limited, which do not guarantee our other outstanding debt.
−Removed: As of February 28, 2026, the scheduled maturities of our debt are as follows:
+Added: (d) As of November 30, 2025, all of our export credit facilities were subject to subsidiary guarantees.
+Added: As of May 31, 2026, certain of our export credit facilities were no longer subject to subsidiary guarantees.
+Added: As of May 31, 2026, all of our outstanding debt is issued or guaranteed by substantially the same entities with the exception of the $ 1.8 billion of export credit facilities of Sun Princess Limited and Sun Princess II Limited, which do not guarantee our other outstanding debt.
+Added: As of May 31, 2026, the scheduled maturities of our debt are as follows:
(in millions)
4 unchanged sentences
Revolving Facility
−Removed: As of February 28, 2026 we had $ 4.5 billion available for borrowings under the Revolving Facility.
+Added: As of May 31, 2026 we had $ 4.5 billion available for borrowings under the Revolving Facility.
We may borrow or utilize available amounts under the Revolving Facility through June 2030, subject to the satisfaction of the conditions in the facility.
Export Credit Facilities
−Removed: As of February 28, 2026, we had $ 10.9 billion of undrawn export credit facilities to fund ship deliveries planned through 2033.
−Removed: As of February 28, 2026, the net book value of our ships subject to negative pledges was $ 19.4 billion.
+Added: As of May 31, 2026, we had $ 10.8 billion of undrawn export credit facilities to fund ship deliveries planned through 2033.
+Added: As of May 31, 2026, the net book value of our ships subject to negative pledges was $ 19.2 billion.
Collateral Pool
−Removed: As of February 28, 2026, the net book value of our ships and ship improvements, excluding ships under construction, is $ 40.7 billion.
−Removed: Our secured debt is secured on a first-priority basis by certain collateral, which includes ships and certain assets related to those ships and material intellectual property (combined net book value of approximately $ 22.5 billion, including $ 20.8 billion related to ships and certain assets related to those ships as of February 28, 2026) and certain other assets.
+Added: As of May 31, 2026, the net book value of our ships and ship improvements, excluding ships under construction, was $ 40.3 billion.
+Added: Our secured debt is secured on a first-priority basis by certain collateral, which includes ships and certain assets related to those ships and material intellectual property (combined net book value of approximately $ 22.4 billion, including $ 20.6 billion related to ships and certain assets related to those ships as of May 31, 2026) and certain other assets.
Convertible Notes
1 unchanged sentence
Covenant Compliance
−Removed: As of February 28, 2026, the most restrictive covenants for our Revolving Facility, unsecured loans and export credit facilities include the following:
+Added: As of May 31, 2026, the most restrictive covenants for our Revolving Facility, unsecured loans and export credit facilities include the following:
• Maintain minimum interest coverage (adjusted EBITDA to consolidated net interest charges, as defined in the agreements) at a ratio of not less than 3.0 to 1.0
3 unchanged sentences
• Limit the amounts of our secured assets as well as secured and other indebtedness
−Removed: At February 28, 2026 , we were in compliance with the applicable covenants under our debt agreements.
+Added: At May 31, 2026 , we were in compliance with the applicable covenants under our debt agreements.
Generally, if an event of default under any debt agreement occurs, then, pursuant to cross-default and/or cross-acceleration clauses therein, substantially all of our outstanding debt could become due, and our debt could be terminated.
9 unchanged sentences
As previously disclosed, on May 2, 2019, the Havana Docks Corporation filed a lawsuit against Carnival Corporation in the U.S.
−Removed: District Court for the Southern District of Florida under Title III of the Cuban Liberty and Democratic Solidarity Act, also known as the Helms-Burton Act, alleging that Carnival Corporation “trafficked” in confiscated Cuban property when certain ships docked at certain ports in Cuba, and that this alleged “trafficking” entitles the plaintiffs to treble damages.
−Removed: On March 21, 2022, the court granted summary judgment in favor of Havana Docks Corporation as to liability.
+Added: District Court for the Southern District of Florida under Title III of the Cuban Liberty and Democratic Solidarity Act, also known as the Helms-Burton Act, alleging that Carnival Corporation “trafficked” in confiscated Cuban property.
On December 30, 2022, the court entered judgment against Carnival Corporation in the amount of $ 110 million plus $ 4 million in fees and costs.
On October 22, 2024, the Court of Appeals for the 11 th Circuit reversed the District Court’s judgment against us.
−Removed: On March 6, 2025, Havana Docks filed a petition for certiorari with the Supreme Court of the United States and we responded.
−Removed: On October 3, 2025, the Supreme Court accepted review of the case and heard arguments on February 23, 2026.
+Added: The plaintiffs appealed.
+Added: On May 21, 2026, the Supreme Court vacated the 11 th Circuit’s ruling and remanded the case to the 11 th Circuit for further proceedings on several remaining appellate issues.
We believe the ultimate outcome of this matter will not have a material impact on our consolidated financial statements.
−Removed: As of February 28, 2026, two purported class actions brought against us by former guests in the Federal Court in Australia and in Italy remain pending, as previously disclosed.
+Added: As of May 31, 2026, two purported class actions brought against us by former guests in the Federal Court in Australia and in Italy remain pending, as previously disclosed.
These actions include claims based on a variety of theories, including negligence, gross negligence and failure to warn, physical injuries and severe emotional distress associated with being exposed to and/or contracting COVID-19 onboard our ships.
−Removed: On October 24, 2023, the court in the Australian matter held that we were liable for negligence and for breach of consumer protection warranties as it relates to the lead plaintiff.
−Removed: The court ruled that the lead plaintiff was not entitled to any pain and suffering or emotional distress damages on the negligence claim and awarded medical costs.
−Removed: In relation to the consumer protection warranties claim, the court found that distress and disappointment damages amounted to no more than the refund already provided to guests and therefore made no further award.
−Removed: Further proceedings will determine the applicability of this ruling to the remaining class participants.
On March 31, 2025, the court in the Italian matter returned a ruling rejecting most of the plaintiffs’ claims and awarding a half-price fare reduction for certain passengers.
−Removed: Plaintiffs have appealed the ruling.
−Removed: We continue to take actions to defend against the above claims.
+Added: Plaintiffs appealed the ruling.
+Added: On April 21, 2026, the appellate court reversed the lower court’s decision, ordering us to pay damages of a non-material amount.
We believe the ultimate outcome of these matters will not have a material impact on our consolidated financial statements.
+Added: In April 2026, six purported class actions were brought in the U.S.
+Added: District Court for the Southern District of Florida against Carnival Corporation in relation to a data security incident which occurred on April 14, 2026.
+Added: These actions include claims based on a variety of theories, including negligence, breach of implied contract, invasion of privacy and unjust enrichment, and seek equitable relief and monetary damages.
+Added: In May 2026, the District Court granted the various plaintiffs’ motion to consolidate the matters.
+Added: We believe the outcome of this matter will not have a material impact on our consolidated financial statements.
Regulatory or Governmental Inquiries and Investigations
13 unchanged sentences
There are no stated or notional amounts included in the indemnification clauses, and we are not able to estimate the maximum potential amount of future payments, if any, under these indemnification clauses.
−Removed: We have agreements with a number of credit card processors that transact customer deposits related to our cruise vacations.
−Removed: Certain of these agreements allow the credit card processors to request, under certain circumstances, that we provide a capped reserve fund in cash.
−Removed: Although the agreements vary, these requirements may generally be satisfied either through a withheld percentage of customer payments or providing cash funds directly to the credit card processor.
−Removed: As of February 28, 2026 and November 30, 2025, we were not required to maintain any reserve funds or compensating deposits.
Ship Commitments
−Removed: As of February 28, 2026, our new ship growth capital commitments were $ 0.5 billion for the remainder of 2026 and $ 1.6 billion, $ 1.5 billion, $ 1.9 billion, $ 1.7 billion and $ 4.9 billion for the years ending November 30, 2027, 2028, 2029, 2030 and thereafter.
+Added: As of May 31, 2026, our new ship growth capital commitments were $ 0.5 billion for the remainder of 2026 and $ 1.6 billion, $ 1.5 billion, $ 1.8 billion, $ 1.7 billion and $ 11.4 billion for the years ending November 30, 2027, 2028, 2029, 2030 and thereafter.
NOTE 5 – Fair Value Measurements and Financial Risks
8 unchanged sentences
Financial Instruments that are not Measured at Fair Value on a Recurring Basis
−Removed: February 28, 2026 November 30, 2025
+Added: May 31, 2026 November 30, 2025
Value Fair Value Carrying
8 unchanged sentences
Financial Instruments that are Measured at Fair Value on a Recurring Basis
−Removed: Cash equivalents consisting of money market funds and cash investments with original maturities of less than 90 days were $ 0.9 billion as of February 28, 2026 and $ 1.4 billion as of November 30, 2025 .
+Added: Cash equivalents consisting of money market funds and cash investments with original maturities of less than 90 days were $ 1.8 billion as of May 31, 2026 and $ 1.4 billion as of November 30, 2025 .
These cash equivalents are considered Level 1 instruments.
1 unchanged sentence
Valuation of Goodwill and Trademarks
−Removed: As of February 28, 2026 and November 30, 2025 , goodwill for our North America segment was $ 579 million.
+Added: As of May 31, 2026 and November 30, 2025 , goodwill for our North America segment was $ 579 million.
(in millions) North America
3 unchanged sentences
Exchange movements — 4 4
−Removed: February 28, 2026 $ 927 $ 253 $ 1,180
+Added: May 31, 2026 $ 927 $ 253 $ 1,180
Financial Risks
8 unchanged sentences
We consider hedging certain of our ship commitments and net investments in foreign operations.
−Removed: The financial impacts of our hedging instruments generally offset the changes in the underlying exposures being hedged.
+Added: When we utilize hedging instruments, the financial impacts generally offset the changes in the underlying exposures being hedged.
Operational Currency Risks
−Removed: Our operations primarily utilize the U.S.
−Removed: dollar, Euro, Sterling or the Australian dollar as their functional currencies.
+Added: Our operations primarily utilize U.S.
+Added: dollar, Euro or Sterling as their functional currencies.
Our operations also have revenue and expenses denominated in non-functional currencies.
6 unchanged sentences
Our shipbuilding contracts are typically denominated in euros.
−Removed: At February 28, 2026, our newbuild currency exchange rate risk relates to euro-denominated newbuild contract payments for non-euro functional currency cruise lines.
+Added: At May 31, 2026, our newbuild currency exchange rate risk relates to euro-denominated newbuild contract payments for non-euro functional currency cruise lines.
The cost of shipbuilding orders that we may place in the future that are denominated in a different currency than the functional currency of the cruise line will be affected by foreign currency exchange rate fluctuations.
7 unchanged sentences
As part of our ongoing control procedures, we monitor concentrations of credit risk associated with financial and other institutions with which we conduct significant business.
−Removed: We seek to manage these credit risk exposures, including counterparty nonperformance primarily associated with our cash and cash equivalents, investments, notes receivables, reserve funds related to customer deposits (when required), future financing facilities, contingent obligations, derivative instruments, insurance contracts and new ship progress payment guarantees, by:
+Added: We seek to manage these credit risk exposures, including counterparty nonperformance primarily associated with our cash and cash equivalents, investments, notes receivables, future financing facilities, contingent obligations, derivative instruments, insurance contracts and new ship progress payment guarantees, by:
• Conducting business with well-established financial institutions, insurance companies and export credit agencies
7 unchanged sentences
NOTE 6 – Segment Information
−Removed: The chief operating decision maker (“CODM”), who is the Chief Executive Officer of Carnival Corporation and Carnival plc assesses performance and makes decisions to allocate resources for Carnival Corporation & plc based upon review of the results across all of our segments.
+Added: The chief operating decision maker (“CODM”), who is our Chief Executive Officer, assesses performance and makes decisions to allocate resources based upon review of the results across all of our segments.
The operating segments within each of our reportable segments have been aggregated based on the similarity of their economic and other characteristics, including geographic guest sourcing.
5 unchanged sentences
Resource allocation primarily occurs during the annual capital appropriation process.
−Removed: The below tables include our calculation of adjusted operating income (loss), our significant segment expenses, and a reconciliation of adjusted operating income (loss) to income (loss) before income taxes:
−Removed: Three months ended February 28, 2026
+Added: The below tables include our calculation of adjusted operating income (loss), our significant segment expenses, and a reconciliation of adjusted operating income (loss) to income before income taxes:
+Added: Three Months Ended May 31, 2026
(in millions) North America Europe Cruise Support Tour and Other Total
1 unchanged sentence
Cruise and tour operating expenses:
−Removed: Commissions, transportation and other 468 442 ( 38 ) (c) —
+Added: Commissions, transportation and other 507 303 ( 32 ) (d) —
Onboard and other 538 138 22 —
4 unchanged sentences
Total Cruise and tour operating expenses 2,784 1,334 65 42 4,225
−Removed: Adjusted selling and administrative expense (b) 537 283 83 5 907
+Added: Adjusted selling and administrative expense (b)(c) 493 260 87 5 845
Depreciation and amortization expense 477 203 37 7 723
4 unchanged sentences
Other income (expense), net ( 23 )
−Removed: Income (Loss) Before Income Taxes $ 280
+Added: Income Before Income Taxes $ 555
Capital Expenditures $ 535 $ 184 $ 145 $ 11 $ 875
5 unchanged sentences
tour and other expense for our hotel and transportation operations and all other ship operating expenses.
−Removed: (b) Excludes certain other gains and losses that are not part of our core operating business.
−Removed: (c) Includes intercompany port fees, taxes and charges to our cruise segments related to our port destinations and exclusive islands, which eliminate in consolidation.
−Removed: Three months ended February 28, 2025
+Added: (b) Excludes restructuring expenses.
+Added: (c) Excludes certain one-time costs and other gains and losses that are not part of our core operating business.
+Added: (d) Includes intercompany port fees, taxes and charges to our cruise segments related to our port destinations and exclusive islands, which eliminate in consolidation.
+Added: Three Months Ended May 31, 2025
(in millions) North America Europe Cruise Support Tour and Other Total
1 unchanged sentence
Cruise and tour operating expenses:
−Removed: Commissions, transportation and other 457 419 ( 26 ) (c) —
+Added: Commissions, transportation and other 491 310 ( 21 ) (d) —
Onboard and other 526 133 13 —
2 unchanged sentences
Food 262 109 0 —
−Removed: Other operating (a) 571 247 25 15
+Added: Other operating (a)(b) 697 310 17 32
Total Cruise and tour operating expenses 2,644 1,265 46 32 3,987
−Removed: Adjusted selling and administrative expense (b) 520 250 72 4 847
+Added: Adjusted selling and administrative expense (c) 470 248 90 5 814
Depreciation and amortization expense 450 187 50 6 692
Adjusted Operating Income (Loss) 650 311 ( 113 ) ( 12 ) 835
+Added: Gains on ship sales and impairments 101
Restructuring expenses ( 2 )
3 unchanged sentences
Other income (expense), net ( 16 )
−Removed: Income (Loss) Before Income Taxes $ ( 68 )
+Added: Income Before Income Taxes $ 585
Capital Expenditures $ 505 $ 158 $ 173 $ 14 $ 850
5 unchanged sentences
tour and other expenses for our hotel and transportation operations and all other ship operating expenses.
+Added: (b) Excludes gains on ship sales and impairments.
+Added: (c) Excludes restructuring expenses.
+Added: (d) Includes intercompany port fees, taxes and charges to our cruise segments related to our port destinations and exclusive islands, which eliminate in consolidation.
+Added: Six Months Ended May 31, 2026
+Added: (in millions) North America Europe Cruise Support Tour and Other Total
+Added: Total Revenues $ 8,431 $ 4,191 $ 172 $ 34 $ 12,828
+Added: Cruise and tour operating expenses:
+Added: Commissions, transportation and other 975 745 ( 70 ) (d) —
+Added: Onboard and other 1,003 271 42 —
+Added: Payroll and related 755 542 86 —
+Added: Fuel 660 331 1 —
+Added: Food 542 227 2 —
+Added: Other operating (a) 1,300 640 58 55
+Added: Total Cruise and tour operating expenses 5,236 2,756 118 55 8,165
+Added: Adjusted selling and administrative expense (b)(c) 1,030 543 170 10 1,753
+Added: Depreciation and amortization expense 937 397 71 14 1,419
+Added: Adjusted Operating Income (Loss) 1,228 496 ( 187 ) ( 45 ) 1,492
+Added: Restructuring expenses ( 0 )
+Added: Interest income 24
+Added: Interest expense, net of capitalized interest ( 577 )
+Added: Other income (expense), net ( 70 )
+Added: Income Before Income Taxes $ 835
+Added: Capital Expenditures $ 799 $ 356 $ 258 $ 28 $ 1,441
+Added: (a) Represents other operating expenses, which include port costs that do not vary with guest head counts;
+Added: repairs and maintenance, including minor improvements and dry-dock expenses;
+Added: entertainment;
+Added: freight and logistics;
+Added: insurance premiums;
+Added: tour and other expenses for our hotel and transportation operations and all other ship operating expenses.
(b) Excludes restructuring expenses.
−Removed: (c) Includes intercompany port fees, taxes and charges to our cruise segments related to our port destinations and exclusive islands, which eliminate in consolidation.
+Added: (c) Excludes certain one-time costs and other gains and losses that are not part of our core operating business.
+Added: (d) Includes intercompany port fees, taxes and charges to our cruise segments related to our port destinations and exclusive islands, which eliminate in consolidation.
+Added: Six Months Ended May 31, 2025
+Added: (in millions) North America Europe Cruise Support Tour and Other Total
+Added: Total Revenues $ 8,120 $ 3,841 $ 145 $ 33 $ 12,139
+Added: Cruise and tour operating expenses:
+Added: Commissions, transportation and other 948 729 ( 47 ) (d) —
+Added: Onboard and other 999 246 25 —
+Added: Payroll and related 717 493 70 —
+Added: Fuel 629 303 1 —
+Added: Food 519 206 0 —
+Added: Other operating (a)(b) 1,268 557 42 47
+Added: Total Cruise and tour operating expenses 5,080 2,536 91 47 7,753
+Added: Adjusted selling and administrative expense (c) 991 499 163 9 1,661
+Added: Depreciation and amortization expense 884 356 95 12 1,346
+Added: Adjusted Operating Income (Loss) 1,166 451 ( 204 ) ( 34 ) 1,378
+Added: Gains on ship sales and impairments 101
+Added: Restructuring expenses ( 2 )
+Added: Interest income 18
+Added: Interest expense, net of capitalized interest ( 718 )
+Added: Debt extinguishment and modification costs ( 255 )
+Added: Other income (expense), net ( 4 )
+Added: Income Before Income Taxes $ 517
+Added: Capital Expenditures $ 796 $ 278 $ 355 $ 30 $ 1,458
+Added: (a) Represents other operating expenses, which include port costs that do not vary with guest head counts;
+Added: repairs and maintenance, including minor improvements and dry-dock expenses;
+Added: entertainment;
+Added: freight and logistics;
+Added: insurance premiums;
+Added: tour and other expenses for our hotel and transportation operations and all other ship operating expenses.
+Added: (b) Excludes gains on ship sales and impairments.
+Added: (c) Excludes restructuring expenses.
+Added: (d) Includes intercompany port fees, taxes and charges to our cruise segments related to our port destinations and exclusive islands, which eliminate in consolidation.
Total assets were as follows:
−Removed: (in millions) February 28, 2026 November 30, 2025
+Added: (in millions) May 31, 2026 November 30, 2025
North America $ 31,399 $ 31,400
6 unchanged sentences
Three Months Ended
+Added: May 31, Six Months Ended
(in millions, except per share data) 2026 2025 2026 2025
−Removed: Net income (loss) attributable to Carnival Corporation & plc $ 258 $ ( 78 )
+Added: Net income attributable to Carnival Corporation Ltd.
+Added: $ 537 $ 565 $ 795 $ 486
Interest expense on dilutive Convertible Notes — 18 0 —
−Removed: Net income (loss) attributable to Carnival Corporation & plc for diluted earnings per share $ 259 $ ( 78 )
+Added: Net income attributable to Carnival Corporation Ltd.
+Added: for diluted earnings per share $ 537 $ 582 $ 795 $ 486
Weighted-average shares outstanding 1,382 1,312 1,381 1,310
6 unchanged sentences
Three Months Ended
+Added: May 31, Six Months Ended
(in millions) 2026 2025 2026 2025
−Removed: Equity awards — 7
Convertible Notes — — — 84
1 unchanged sentence
NOTE 8 – Supplemental Cash Flow Information
−Removed: (in millions) February 28, 2026 November 30, 2025
+Added: (in millions) May 31, 2026 November 30, 2025
Cash and cash equivalents (Consolidated Balance Sheets) $ 2,243 $ 1,928
2 unchanged sentences
of Cash Flows) $ 2,260 $ 1,958
−Removed: NOTE 9 – Shareholders’ Equity
−Removed: In December 2025 we declared a cash dividend of $ 0.15 per share, which was paid in February 2026.
−Removed: Share Repurchase Program
−Removed: In March 2026, the Boards of Directors approved a share repurchase program of up to $ 2.5 billion of the company’s shares.
−Removed: The timing, volume and structure of any share repurchases will be subject to market and general economic conditions, the prevailing share price(s), applicable legal requirements and the receipt of any required shareholder authority for Carnival plc.
−Removed: Due to legal requirements associated with the current open voting period for the unification of the dual listed company structure, the program will commence following the meetings of shareholders expected to be held on April 17, 2026 and does not have an expiration date.
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.