Carnival Corporation & plc Notification of Transactions of Directors/PDMRS

January 21, 2020

1

Details of the person discharging managerial responsibilities/person closely associated

a)

Name

Arnold W. Donald

2

Reason for the notification

a)

Position/status

President & Chief Executive Officer of Carnival Corporation & plc /

Director

b)

Initial notification/

Initial Notification

Amendment

3

Details of the issuer, emission allowance market participant, auction platform, auctioneer or

auction monitor

a)

Name

Carnival Corporation

b)

Legal Entity Identifier

F1OF2ZSX47CR0BCWA982

4A

Details of the transaction: 1

a)

Description

of

the

Common stock with a nominal value of US$0.01 per share

financial instrument,

type

CUSIP: 143658300

of instrument

Identification code

b)

Nature of the transaction

Represents a surrender of shares to satisfy the tax obligation on the

vesting of a Restricted Stock Award previously reported.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

$50.9086

13,620

d)

Aggregated information

13,620

- Aggregated volume

$50.9086

- Price

e)

Date of the transaction

2020-01-16

f)

Place of the transaction

Off Market

4B

Details of the transaction: 2

a)

Description

of

the

Common stock with a nominal value of US$0.01 per share

financial instrument,

type

CUSIP: 143658300

of instrument

Identification code

b)

Nature of the transaction

Represents a surrender of shares to satisfy the tax obligation on the

vesting of a Restricted Stock Award previously reported.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

$51.8148

13,264

d)

Aggregated information

13,264

- Aggregated volume

$51.8148

- Price

e)

Date of the transaction

2020-01-17

f)

Place of the transaction

Off Market

4C

Details of the transaction: 3

a)

Description

of

the

Common stock with a nominal value of US$0.01 per share

financial instrument,

type

CUSIP: 143658300

of instrument

Identification code

b)

Nature of the transaction

Grant of restricted stock units ("MTE RSUs") made pursuant to the

Carnival Corporation 2011 Stock Plan. Award of RSUs represent a

hypothetical interest in Carnival Corporation common stock. The MTE

RSUs will vest 50% as of January 17, 2020 due to the Reporting Person

becoming eligible for retirement due to his age and 50% as of January

17, 2022. The MTE RSUs will accumulate dividend equivalents and

may only be settled in shares.

The grant was approved by the Compensation Committee as a total

value to be received in the form of MTE RSUs. The Compensation

Committee also approved that the number of MTE RSUs were

determined by dividing the value by the closing price on date of grant.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

$0.00

21,676

d)

Aggregated information

21,676

- Aggregated volume

$0.00

- Price

e)

Date of the transaction

2020-01-17

f)

Place of the transaction

Off Market

4D

Details of the transaction: 4

a)

Description

of

the

Common stock with a nominal value of US$0.01 per share

financial instrument,

type

CUSIP: 143658300

of instrument

Identification code

b)

Nature of the transaction

Automatic vesting of restricted stock units (including dividend

equivalents accumulated thereto during the restricted period) on January

17, 2020 as a result of the Reporting Person becoming eligible for

retirement due to his age.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

$51.90

10,838

d)

Aggregated information

10,838

- Aggregated volume

$51.90

- Price

e)

Date of the transaction

2020-01-17

f)

Place of the transaction

Off Market

4E

Details of the transaction: 5

a)

Description

of

the

Common stock with a nominal value of US$0.01 per share

financial instrument,

type

CUSIP: 143658300

of instrument

Identification code

b)

Nature of the transaction

Represents a surrender of shares to satisfy the tax obligation on the

vesting of restricted stock units released on January 17, 2020 as a result

of the Reporting Person becoming eligible for retirement due to his age.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

$51.90

8,530

d)

Aggregated information

8,530

- Aggregated volume

$51.90

- Price

e)

Date of the transaction

2020-01-17

f)

Place of the transaction

Off Market

4F

Details of the transaction: 6

a)

Description

of

the

Common stock with a nominal value of US$0.01 per share

financial instrument,

type

CUSIP: 143658300

of instrument

Identification code

b)

Nature of the transaction

Grant of shareholder equity alignment restricted stock units ("SEA

RSUs") pursuant to the Carnival Corporation 2011 Stock Plan. Each

SEA RSU represents one share of Carnival Corporation common stock.

The SEA RSUs vest as a percentage of the target number granted based

on achievement of pre-defined goals. Each holder of SEA RSUs may

earn 0%-300% of the stated target amount of SEA RSUs based on the

compound annual growth rate of absolute total shareholder return over

the 2020-2022 fiscal

years' period, which is then modified from

33%-150% by Carnival Corporation's ranking relative to the compound

annual growth rate of the total shareholder return of Carnival

Corporation & plc's proxy peer group, for the same period. The overall

potential earned value is capped at 6 times the grant date target value.

c)

Price(s) and volume(s)

Price(s)

Volume(s)

$0.00

50,000

d)

Aggregated information

50,000

- Aggregated volume

$0.00

- Price

e)

Date of the transaction

2020-01-17

f)

Place of the transaction

Off Market

Arnaldo Perez

General Counsel & Secretary

Carnival Corporation & plc

3655 NW 87th Avenue

MLGL-815

Miami, FL 33178

T: 305.599.2600

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Carnival Corporation published this content on 21 January 2020 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 21 January 2020 18:08:04 UTC