Carnival & : 2026 Carnival Corporation & plc Voting Results

Published: 2026-04-20 09:34:09 ET CCL

Published on 04/20/2026 at 09:34 am EDT

MIAMI (April 20, 2026) - Carnival Corporation & plc (NYSE/LSE: CCL; NYSE: CUK) announces that, in connection with the proposed unification of its dual-listed company structure and redomiciliation of Carnival Corporation from Panama to Bermuda, the Carnival plc Court Meeting, the Carnival plc General Meeting and the Carnival Corporation Extraordinary General Meeting (together with the Carnival plc General Meeting, the "Special Meetings") took place on Friday, April 17, 2026, in Miami, Florida. A live video broadcast was hosted at the Carnival plc headquarters in Southampton.

At the Carnival plc Court Meeting, the requisite majority of Scheme Shareholders voted in favor of the resolution to approve the Scheme, and all resolutions recommended by the Boards of Directors were passed at the Special Meetings. Further details of the voting results are set out below.

In addition, Carnival Corporation & plc held their annual shareholders' meetings on Friday, April 17, 2026, in Miami, Florida, with a live video broadcast hosted at the Carnival plc headquarters in Southampton. All resolutions recommended by the Boards of Directors were passed at the annual shareholders' meetings.

The table below sets out the results of the poll at the Carnival plc Court Meeting. Each Scheme Shareholder present, either in person or by proxy, was entitled to one vote for each Scheme Share held at the Voting Record Time.

Scheme Shareholders who voted*

Scheme Shares voted

Number of Scheme Shares voted as a percentage of Scheme Shares entitled to vote on the Scheme**

Number

Percentage**

Number

Percentage**

FOR

1,362

81.46

67,041,711

94.97

45.88

AGAINST

310

18.54

3,547,156

5.03

2.43

TOTAL***

1,658*

100.00

70,588,867

100.00

48.30

* Where a Scheme Shareholder cast some of their votes "FOR" and some of their votes "AGAINST" the resolution, such Scheme Shareholder has been counted as having voted both "FOR" and "AGAINST" the resolution for the purposes of determining the number and percentage of Scheme Shareholders who voted.

** All percentages have been rounded to the nearest two decimal places.

*** The aggregate of Scheme Shareholders voting "FOR" and "AGAINST" the resolution as set out in this row exceeds the total number and percentage of Scheme Shareholders who voted because 14 registered members gave instructions for votes to be cast "FOR" the resolution in respect of part of their holding of Scheme Shares and "AGAINST" the resolution in respect of another part of their holding of Scheme Shares.

The table below sets out the results of the poll at the Carnival plc General Meeting.

Resolution

For

Against

Total votes cast

Abstain3

Number

To approve the DLC Unification and Redomiciliation Transactions including, with effect from the Scheme of Arrangement becoming effective, the termination of the

Equalization Agreement2

66,565,512

94.98

3,521,673

5.02

70,087,185

67,076

To authorize the Boards of Directors of Carnival Corporation and Carnival plc to take all action necessary and appropriate for implementing the Scheme and the DLC Unification and Redomiciliation

Transactions

66,563,262

94.98

3,516,007

5.02

70,079,269

73,994

To adopt the new articles of association of Carnival plc with effect from the passing of the resolution

67,030,797

95.66

3,043,260

4.34

70,074,057

79,205

To adopt the new articles of association of Carnival plc with effect from the

Scheme becoming effective2

67,029,551

95.66

3,042,890

4.34

70,072,441

80,821

To adopt the Memorandum of Continuance that will take effect upon the redomiciliation of Carnival Corporation from Panama to Bermuda2

66,945,596

95.54

3,127,705

4.46

70,073,301

79,961

To adopt the Carnival Corporation Ltd. Bye-Law that will take effect upon the redomiciliation of Carnival Corporation from Panama to Bermuda2

67,034,634

95.66

3,038,064

4.34

70,072,698

80,565

The table below sets out the results of the poll at the Carnival Corporation Extraordinary General Meeting.

Resolution

For

Against

Total votes cast

Abstain

Number

To approve the DLC Unification and Redomiciliation Transactions including, with effect from the Scheme of Arrangement becoming effective, the termination of the Equalization

Agreement2

835,160,437

98.83

9,912,466

1.17

845,072,903

832,029

To authorize the Boards of Directors of Carnival Corporation and Carnival plc to take all action necessary and appropriate for implementing the Scheme of Arrangement and the DLC Unification and Redomiciliation Transactions

835,200,441

98.83

9,926,661

1.17

845,127,102

777,830

To adopt the new articles of association

of Carnival plc with effect from the passing of the resolution

840,469,601

99.45

4,650,756

0.55

845,120,357

784,575

To adopt the new articles of association of Carnival plc with effect from the Scheme becoming effective2

840,439,003

99.45

4,670,284

0.55

845,109,287

795,645

To adopt the Memorandum of Continuance that will take effect upon the redomiciliation of Carnival Corporation from Panama to Bermuda2

840,526,859

99.45

4,618,753

0.55

845,145,612

759,320

To adopt the Carnival Corporation Ltd. Bye-Law that will take effect upon the redomiciliation of Carnival Corporation from Panama to Bermuda2

840,570,711

99.46

4,598,130

0.54

845,168,841

736,091

1 All percentages have been rounded to the nearest two decimal places.

2 Resolutions 1, 4, 5 and 6 are class rights actions. Each of these resolutions were approved by the requisite majorities of Carnival plc Shareholders and Carnival Corporation Shareholders voting separately (and excluding the holder of the Carnival plc special voting share and the holder of the Carnival Corporation special voting share). The number of votes "FOR" and "AGAINST" resolutions that are class rights actions are therefore different and lower than the number of votes "FOR" and "AGAINST" resolutions that are joint electorate actions.

3 An "Abstained" vote is not a vote in law and is not counted in the calculation of the proportion of votes "FOR" or "AGAINST" the resolution.

The table below sets out the results of the polls conducted at the annual meetings of shareholders.

Resolution

For

Against

Total votes cast

Abstain

Broker Non-Votes

Number

To re-elect Micky Arison as a Director of Carnival Corporation and as a Director of Carnival plc.

885,002,049

96.59

31,232,814

3.41

916,234,863

682,207

144,365,254

Resolution

For

Against

Total votes cast

Abstain

Broker Non-Votes

Number

To re-elect Sir Jonathon Band as a Director of Carnival Corporation and

as a Director of Carnival plc.

875,364,523

95.55

40,769,204

4.45

916,133,727

783,343

144,365,254

To re-elect Jason Glen Cahilly as a Director of Carnival Corporation and as a Director of Carnival plc.

906,334,457

98.93

9,786,767

1.07

916,121,224

795,846

144,365,254

To re-elect Nelda J. Connors as a Director of Carnival Corporation and

as a Director of Carnival plc.

905,722,778

98.86

10,402,443

1.14

916,125,221

791,849

144,365,254

To re-elect Helen Deeble as a Director of Carnival Corporation and

as a Director of Carnival plc.

907,516,980

99.06

8,613,066

0.94

916,130,046

787,024

144,365,254

To re-elect Jeffrey J. Gearhart as a Director of Carnival Corporation and as a Director of

Carnival plc.

911,045,968

99.45

5,066,698

0.55

916,112,666

804,404

144,365,254

To re-elect Katie Lahey as a Director of Carnival Corporation and as a Director of Carnival plc.

898,488,541

98.07

17,635,989

1.93

916,124,530

792,540

144,365,254

To re-elect Stuart Subotnick as a Director of Carnival Corporation and as a Director of

Carnival plc.

815,433,057

89.01

100,638,837

10.99

916,071,894

845,176

144,365,254

To re-elect Laura Weil as a Director of Carnival Corporation and

835,320,505

91.18

80,762,636

8.82

916,083,141

833,929

144,365,254

Resolution

For

Against

Total votes cast

Abstain

Broker Non-Votes

Number

as a Director of Carnival plc.

10.

To re-elect Josh Weinstein as a Director of Carnival Corporation and

as a Director of Carnival plc.

900,871,675

98.33

15,262,559

1.67

916,134,234

782,836

144,365,254

11.

To re-elect Randall Weisenburger as a Director of Carnival Corporation and as a Director of

Carnival plc.

829,916,228

90.59

86,159,361

9.41

916,075,589

841,481

144,365,254

12.

To hold a (non-binding) advisory vote to approve executive

compensation.

879,051,088

96.75

29,497,346

3.25

908,548,434

8,368,636

144,365,254

13.

To hold a (non-binding) advisory vote to approve the Carnival plc Directors' Remuneration Report (in accordance with legal requirements applicable to UK

companies).

883,294,017

97.22

25,278,501

2.78

908,572,518

8,344,552

144,365,254

14.

To appoint Deloitte LLP as independent auditor of Carnival plc and to ratify the selection of Deloitte & Touche LLP as the independent registered public accounting firm of Carnival

Corporation.

1,057,700,041

99.81

2,000,000

0.19

1,059,700,041

1,582,283

144,365,254

15.

To authorize the Audit Committee of Carnival plc to determine the remuneration of

the independent auditor of

1,057,519,943

99.78

2,285,498

0.22

1,059,805,441

1,476,883

144,365,254

Resolution

For

Against

Total votes cast

Abstain

Broker Non-Votes

Number

Carnival plc (in accordance with legal requirements applicable to UK companies).

16.

To receive the accounts and reports of the Directors and auditor of Carnival plc for the year ended November 30,

2025 (in

accordance with legal requirements

applicable to UK companies).

1,052,393,969

99.85

1,587,384

0.15

1,053,981,353

7,300,971

144,365,254

17.

To approve the giving of authority for the allotment of new shares by Carnival plc (in accordance with customary practice for UK companies).

1,034,070,171

97.58

25,658,516

2.42

1,059,728,687

1,553,637

144,365,254

18.

To approve, subject to Proposal 17 passing, the disapplication of pre-emption rights in relation to the allotment of new shares and sale of treasury shares by Carnival plc (in accordance with customary practice for UK

companies).

1,049,666,989

99.09

9,658,081

0.91

1,059,325,070

1,957,255

144,365,254

19.

To approve a general authority for Carnival plc to buy back Carnival plc ordinary shares in the open market (in accordance with

legal requirements

1,053,498,983

99.80

2,151,546

0.20

1,055,650,529

5,631,795

144,365,254

Resolution

For

Against

Total votes cast

Abstain

Broker Non-Votes

Number

applicable to UK companies desiring to implement share buyback programs).

* All percentages have been rounded to the nearest two decimal places.

The expected timetable of principal events remains unchanged from that set out on pages viii and ix of the combined shareholder document referred to below. The Court Hearing to sanction the Scheme is expected to be held on May 1, 2026, and further details will be published on the Business and Property Courts Rolls Building Cause List at https://www.justice.gov.uk on the day prior to the Court Hearing.

Subject to the satisfaction or (where capable of waiver) waiver of the relevant conditions, including the Court sanction of the Scheme of Arrangement (without modification or with modification on terms agreed by Carnival Corporation & plc), the Scheme of Arrangement is expected to become effective on May 7, 2026.

In accordance with UK Listing Rule 6.4.2R, copies of all resolutions passed at the Carnival plc General Meeting and copies of all resolutions (other than those concerning ordinary business) passed at the Carnival plc Annual General Meeting -will be submitted to the National Storage Mechanism and will shortly be available for inspection at https://data.fca.org.uk/#/nsm/nationalstoragemechanism.

Capitalized terms used but not otherwise defined in this announcement have the meanings given in the combined shareholder document dated February 27, 2026, comprising a registration statement on Form S-4 and a joint definitive proxy statement in compliance with Regulation 14A of the U.S. Securities Exchange Act of 1934 and section 897 of the UK Companies Act 2006.

Carnival Corporation & plc is the largest global cruise company and among the largest leisure travel companies, with a portfolio of world-class cruise lines - AIDA Cruises, Carnival Cruise Line, Costa Cruises, Cunard, Holland America Line, P&O Cruises, Princess Cruises and Seabourn.

For more information, please visit www.carnivalcorp.com, www.aida.de, www.carnival.com, www.costacruises.com, www.cunard.com, www.hollandamerica.com, www.pocruises.com, www.princess.com and www.seabourn.com.

Beth Roberts, Carnival Corporation, [email protected]

Jody Venturoni, Carnival Corporation, [email protected] Janna Rowell, Carnival Corporation, [email protected]

Disclaimer

Carnival plc published this content on April 20, 2026, and is solely responsible for the information contained herein. Distributed via Public Technologies (PUBT), unedited and unaltered, on April 20, 2026 at 13:33 UTC.