UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) January 6, 2014
| Carnival Corporation |
Carnival plc | |
| (Exact name of registrant | (Exact name of registrant | |
| as specified in its charter) | as specified in its charter) |
| Republic of Panama |
England and Wales | |
| (State or other jurisdiction | (State or other jurisdiction | |
| of incorporation) | of incorporation) |
| 001-9610 |
001-15136 | |
| (Commission File Number) | (Commission File Number) |
| 59-1562976 |
98-0357772 | |
| (IRS Employer | (IRS Employer | |
| Identification No.) | Identification No.) |
| 3655 N.W. 87th Avenue Miami, Florida 33178-2428 United States of America |
Carnival House 5 Gainsford Street London SE1 2NE United Kingdom | |
| (Address of principal | (Address of principal | |
| executive offices) (Zip Code) |
executive offices) (Zip Code) |
| (305) 599-2600 |
011 44 20 7940 5381 | |
| (Registrant’s telephone number, | (Registrant’s telephone number, | |
| including area code) | including area code) |
| None |
None | |
| (Former name or former address, | (Former name or former address, | |
| if changed since last report.) | if changed since last report.) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Section 5 – Corporate Governance and Management.
Item 5.02 – Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
(b)
Pier Luigi Foschi, a member of the Boards of Directors of Carnival Corporation and Carnival plc (together, the “Companies”), Chairman of Costa Crociere, S.p.A. and Chairman and Chief Executive Officer of Carnival Asia, a division of Carnival plc, notified the Companies on January 6, 2014 that he will be retiring from the Boards of Directors effective January 6, 2014 and from employment with the Companies which concluded November 30, 2013.
| (e) |
On January 6, 2014, the Companies, along with Costa Crociere, S.p.A. and Carnival Asia (collectively, “Carnival”) entered into a Mutual Separation and Settlement Agreement (the “Settlement Agreement”) with Mr. Foschi. The Settlement Agreement provides for, among other things, non-competition, non-solicitation, and confidentiality covenants as well as a general waiver of claims against Carnival, its affiliates, officers and directors by Mr. Foschi. Carnival Corporation will pay Mr. Foschi €1,000,000 in consideration for his waiver of claims and €250,000 in consideration for the non-competition and non-solicitations obligations provided for in the Settlement Agreement.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, each of the registrants has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| CARNIVAL CORPORATION | CARNIVAL plc | |||
| By: /s/ Arnaldo Perez | By: /s/ Arnaldo Perez | |||
| Name: Arnaldo Perez | Name: Arnaldo Perez | |||
| Title: Senior Vice President, | Title: Senior Vice President, | |||
| General Counsel & | General Counsel & | |||
| Secretary | Company Secretary | |||
| Date: January 7, 2014 | Date: January 7, 2014 | |||