Item 5. Other Information
Item 5. Other Information .
Trading Plans
During the quarter ended May 31, 2026, 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).
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Item 6. Exhibits .
INDEX TO EXHIBITS
Incorporated by Reference
Exhibit
Number Exhibit Description Form Exhibit Filing
Date Filed/
Furnished
Herewith
Articles of Incorporation and By-laws
3.1 Memorandum of Continuance of Carnival Corporation Ltd.
8-K 3.1 5/7/2026
3.2 Bye- Laws of Carnival Corporation Ltd.
8-K 3.2 5/7/2026
Instruments Defining the Rights of Security Holders, Including Indentures
4.1 Termination Agreement, dated May 6, 2026, between Corporation and Carnival plc.
8-K 4.1 5/7/2026
Material Contracts
10.1* Carnival Corporation Ltd. 2020 Stock Plan (as amended and restated effective May 7, 2026) .
X
10.2* Carnival Corporation Ltd. Management Incentive Plan (as amended and restated effective May 7, 2026).
X
10.3* Form of Time-Based Restricted Share Unit Agreement for the Carnival Corporation Ltd. 2020 Stock Plan.
X
10.4* Form of Performance-Based Restricted Share Unit Agreement for the Carnival Corporation Ltd. 2020 Stock Plan.
X
10.5* Form of Non-Employee Director Annual Unrestricted Share Award Agreement for the Carnival Corporation Ltd. 2020 Stock Plan.
X
Rule 13a-14(a)/15d-14(a) Certifications
31.1 Certification of Chief Executive Officer of Carnival Corporation Ltd. pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
X
31.2 Certification of Chief Financial Officer and Chief Accounting Officer of Carnival Corporation Ltd. pursuant to Rule 13a-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
X
Section 1350 Certifications
32.1** Certification of Chief Executive Officer of Carnival Corporation Ltd. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
X
32.2** Certification of Chief Financial Officer and Chief Accounting Officer of Carnival Corporation Ltd. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
X
Interactive Data File
101 The consolidated financial statements included in Carnival Corporation Ltd.’s Quarterly Report on Form 10-Q for the quarter ended May 31, 2026, as filed with the Securities and Exchange Commission on June 26, 2026, formatted in Inline XBRL, are as follows:
(i) the Consolidated Statements of Income (Loss) for the three and six months ended May 31, 2026 and 2025;
X
(ii) the Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended May 31, 2026 and 2025;
X
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INDEX TO EXHIBITS
Incorporated by Reference
Exhibit
Number Exhibit Description Form Exhibit Filing
Date Filed/
Furnished
Herewith
(iii) the Consolidated Balance Sheets at May 31, 2026 and November 30, 2025 ;
X
(iv) the Consolidated Statements of Cash Flows for the six months ended May 31, 2026 and 2025;
X
(v) the Consolidated Statements of Shareholders’ Equity for the three and six months ended May 31, 2026 and 2025;
X
(vi) the notes to the consolidated financial statements, tagged in summary and detail. X
104 The cover page included in Carnival Corporation Ltd.’s Quarterly Report on Form 10-Q for the quarter ended May 31, 2026, as filed with the Securities and Exchange Commission on June 26, 2026, formatted in Inline XBRL (included as Exhibit 101).
* Indicates a management contract or compensation plan or arrangement.
** These items are furnished and not filed.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
CARNIVAL CORPORATION LTD.
/s/ Josh Weinstein
Josh Weinstein
Chief Executive Officer
/s/ David Bernstein
David Bernstein
Chief Financial Officer and Chief Accounting Officer
Date: June 26, 2026
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