Director Wilhelmsen Arne Alexander sold $91,685,426 worth of shares (395,647 units at $231.74), decreasing direct ownership by 69% to 6,819 units (SEC Form 4)
$RCL
Marine Transportation
Consumer Discretionary
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
ROYAL CARIBBEAN CRUISES LTD [ RCL ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/15/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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| Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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| 1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 11/15/2024 | S | 9,948.3 | D | $231.05(1) | 11,870.7 | D | |||
| Common Stock | 11/15/2024 | S | 1,418.7 | D | $232(2) | 10,452 | D | |||
| Common Stock | 11/15/2024 | S | 3,187.275 | D | $233.05(3) | 7,264.725 | D | |||
| Common Stock | 11/15/2024 | S | 445.725 | D | $233.65(4) | 6,819 | D | |||
| Common Stock | 11/15/2024 | S | 122,695.7 | D | $231.05(1) | 19,044,811.3 | I | See Footnote(5) | ||
| Common Stock | 11/15/2024 | S | 17,497.3 | D | $232(2) | 19,027,314 | I | See Footnote(6) | ||
| Common Stock | 11/15/2024 | S | 39,309.725 | D | $233.05(3) | 18,988,004.275 | I | See Footnote(7) | ||
| Common Stock | 11/15/2024 | S | 5,497.275 | D | $233.65(4) | 18,982,507 | I | See Footnote(8) | ||
| Common Stock | 11/18/2024 | S | 2,400 | D | $229.44(9) | 18,980,107 | I | See Footnote(10) | ||
| Common Stock | 11/18/2024 | S | 21,946 | D | $230.48(11) | 18,958,161 | I | See Footnote(12) | ||
| Common Stock | 11/18/2024 | S | 89,553 | D | $231.57(13) | 18,868,608 | I | See Footnote(14) | ||
| Common Stock | 11/18/2024 | S | 73,911 | D | $232.49(15) | 18,794,697 | I | See Footnote(16) | ||
| Common Stock | 11/18/2024 | S | 7,837 | D | $233.11(17) | 18,786,860 | I | See Footnote(18) | ||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date (Month/Day/Year) | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Explanation of Responses: |
| 1. Represents the weighted-average sale price per share of a series of transactions, all of which were executed on November 15, 2024. The actual sale prices ranged from a low of $230.50 to a high of $231.49. The Reporting Person undertakes to provide upon request of the SEC Staff or a Royal Caribbean Cruises Ltd. security holder full information regarding the number of shares sold at each price within the range. |
| 2. Represents the weighted-average sale price per share of a series of transactions, all of which were executed on November 15, 2024. The actual sale prices ranged from a low of $231.50 to a high of $232.49. The Reporting Person undertakes to provide upon request of the SEC Staff or a Royal Caribbean Cruises Ltd. security holder full information regarding the number of shares sold at each price within the range. |
| 3. Represents the weighted-average sale price per share of a series of transactions, all of which were executed on November 15, 2024. The actual sale prices ranged from a low of $232.525 to a high of $233.48. The Reporting Person undertakes to provide upon request of the SEC Staff or a Royal Caribbean Cruises Ltd. security holder full information regarding the number of shares sold at each price within the range. |
| 4. Represents the weighted-average sale price per share of a series of transactions, all of which were executed on November 15, 2024. The actual sale prices ranged from a low of $233.50 to a high of $233.86. The Reporting Person undertakes to provide upon request of the SEC Staff or a Royal Caribbean Cruises Ltd. security holder full information regarding the number of shares sold at each price within the range. |
| 5. This includes 14,009,552.3 shares of RCL stock owned by A. WILHELMSEN AS and 5,035,259 shares of RCL stock owned by AWECO INVEST AS. A. WILHELMSEN AS has the power to vote and dispose of the shares owned by AWECO INVEST AS pursuant to an agreement between the parties. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. |
| 6. This includes 13,992,055 shares of RCL stock owned by A. WILHELMSEN AS and 5,035,259 shares of RCL stock owned by AWECO INVEST AS. A. WILHELMSEN AS has the power to vote and dispose of the shares owned by AWECO INVEST AS pursuant to an agreement between the parties. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. |
| 7. This includes 13,952,745.275 shares of RCL stock owned by A. WILHELMSEN AS and 5,035,259 shares of RCL stock owned by AWECO INVEST AS. A. WILHELMSEN AS has the power to vote and dispose of the shares owned by AWECO INVEST AS pursuant to an agreement between the parties. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. |
| 8. This includes 13,947,248 shares of RCL stock owned by A. WILHELMSEN AS and 5,035,259 shares of RCL stock owned by AWECO INVEST AS. A. WILHELMSEN AS has the power to vote and dispose of the shares owned by AWECO INVEST AS pursuant to an agreement between the parties. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. |
| 9. Represents the weighted-average sale price per share of a series of transactions, all of which were executed on November 18, 2024. The actual sale prices ranged from a low of $229.00 to a high of $229.80. The Reporting Person undertakes to provide upon request of the SEC Staff or a Royal Caribbean Cruises Ltd. security holder full information regarding the number of shares sold at each price within the range. |
| 10. This includes 13,944,848 shares of RCL stock owned by A. WILHELMSEN AS and 5,035,259 shares of RCL stock owned by AWECO INVEST AS. A. WILHELMSEN AS has the power to vote and dispose of the shares owned by AWECO INVEST AS pursuant to an agreement between the parties. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. |
| 11. Represents the weighted-average sale price per share of a series of transactions, all of which were executed on November 18, 2024. The actual sale prices ranged from a low of $230.00 to a high of $230.99. The Reporting Person undertakes to provide upon request of the SEC Staff or a Royal Caribbean Cruises Ltd. security holder full information regarding the number of shares sold at each price within the range. |
| 12. This includes 13,922,902 shares of RCL stock owned by A. WILHELMSEN AS and 5,035,259 shares of RCL stock owned by AWECO INVEST AS. A. WILHELMSEN AS has the power to vote and dispose of the shares owned by AWECO INVEST AS pursuant to an agreement between the parties. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. |
| 13. Represents the weighted-average sale price per share of a series of transactions, all of which were executed on November 18, 2024. The actual sale prices ranged from a low of $231.00 to a high of $231.99. The Reporting Person undertakes to provide upon request of the SEC Staff or a Royal Caribbean Cruises Ltd. security holder full information regarding the number of shares sold at each price within the range. |
| 14. This includes 13,833,349 shares of RCL stock owned by A. WILHELMSEN AS and 5,035,259 shares of RCL stock owned by AWECO INVEST AS. A. WILHELMSEN AS has the power to vote and dispose of the shares owned by AWECO INVEST AS pursuant to an agreement between the parties. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. |
| 15. Represents the weighted-average sale price per share of a series of transactions, all of which were executed on November 18, 2024. The actual sale prices ranged from a low of $232.00 to a high of $232.99. The Reporting Person undertakes to provide upon request of the SEC Staff or a Royal Caribbean Cruises Ltd. security holder full information regarding the number of shares sold at each price within the range. |
| 16. This includes 13,759,438 shares of RCL stock owned by A. WILHELMSEN AS and 5,035,259 shares of RCL stock owned by AWECO INVEST AS. A. WILHELMSEN AS has the power to vote and dispose of the shares owned by AWECO INVEST AS pursuant to an agreement between the parties. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. |
| 17. Represents the weighted-average sale price per share of a series of transactions, all of which were executed on November 18, 2024. The actual sale prices ranged from a low of $233.00 to a high of $233.30. The Reporting Person undertakes to provide upon request of the SEC Staff or a Royal Caribbean Cruises Ltd. security holder full information regarding the number of shares sold at each price within the range. |
| 18. This includes 13,751,601 shares of RCL stock owned by A. WILHELMSEN AS and 5,035,259 shares of RCL stock owned by AWECO INVEST AS. A. WILHELMSEN AS has the power to vote and dispose of the shares owned by AWECO INVEST AS pursuant to an agreement between the parties. The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. |
| Remarks: |
| /s/ Indira Sordo, Attorney-in-Fact for Arne Alexander Wilhelmsen | 11/19/2024 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||