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AI brief of an SEC Form 8-K · Carnival (CCL)

Carnival plc amends ADR deposit agreement tied to planned Bermuda unification

Neutral Impact 3 of 5 legal/regulatory Written later

On February 12, 2026, Carnival plc entered into Amendment No. 1 to its Amended and Restated Deposit Agreement with JP Morgan Chase Bank, N.A., as depositary, which governs American Depositary Receipts. The amendment sets out when the agreement terminates, including automatically upon completion of the proposed unification of the dual listed company arrangement and migration of Carnival Corporation from Panama to Bermuda, and describes how holders would receive New Carnival Shares in that case. The filing does not report financial results or a dollar impact.

Key points

  • Amendment No. 1 signed February 12, 2026, with JP Morgan Chase Bank, N.A. as Depositary
  • Deposit Agreement terminates immediately and automatically upon consummation of the proposed unification and migration from Panama to Bermuda
  • Depositary will use reasonable efforts to distribute New Carnival Shares to ADR holders; unsold proceeds would be held in trust without interest if distribution is not possible

The filing

CompanyCarnival (CCL)
Form8-K, current report
Filed with the SECFeb 12, 2026, 4:45 PM ET
Accession number0000950142-26-000354

Items reported: 1.01 Material Definitive Agreement3.03 Change to Shareholder Rights

Read the filing on SEC.gov ↗

Written by AI on Nov 8, 2026, 1:30 AM ET, from this filing only. Written later: this filing was briefed after the fact, when past filings were added to the site, so the brief may be read with hindsight; the filing itself is the record of what was known on February 12, 2026.

Briefs are written by AI from the filing text and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the AI's reading of the filing for shareholders, not a price forecast. Not investment advice.