Sec Form 4 Filing - ARISON MICKY MEIR @ CARNIVAL CORP - 2014-06-05

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
ARISON MICKY MEIR
2. Issuer Name and Ticker or Trading Symbol
CARNIVAL CORP [ CCL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman of the Board
(Last) (First) (Middle)
C/O CARNIVAL CORPORATION, 3655 NW 87TH AVE
3. Date of Earliest Transaction (MM/DD/YY)
06/05/2014
(Street)
MIAMI, FL33178
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 06/05/2014 S 42,672 ( 1 ) D $ 40.1152 ( 2 ) 238,537 I By Nickel 97-07 Trust
Common Stock 06/05/2014 S 230,038 ( 1 ) D $ 40.1152 ( 3 ) 97,022,370 I By MA 1994 B Shares, L.P.
Common Stock 06/05/2014 S 123,579 ( 1 ) D $ 40.1152 ( 4 ) 3,725,164 I By Nickel 2003 Revocable Trust
Common Stock 06/06/2014 S 60,884 ( 1 ) D $ 40.3309 ( 5 ) 177,653 I By Nickel 97-07 Trust
Common Stock 06/06/2014 S 328,220 ( 1 ) D $ 40.3309 ( 6 ) 96,694,150 I By MA 1994 B Shares, L.P.
Common Stock 06/06/2014 S 176,324 ( 1 ) D $ 40.3309 ( 7 ) 3,548,840 I By Nickel 2003 Revocable Trust
Common Stock 1,954,324 I By various trusts ( 8 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
ARISON MICKY MEIR
C/O CARNIVAL CORPORATION
3655 NW 87TH AVE
MIAMI, FL33178
X X Chairman of the Board
Signatures
/s/ John J. O'Neil, attorney-in-fact 06/09/2014
Signature of Reporting Person Date
Explanation of Responses:
( 1 )These shares were sold pursuant to a Rule 10b5-1(c) sales plan dated February 28, 2014, relating to the sale of up to 5,000,000 shares of Carnival Corporation Common Stock.
( 2 )The transaction was executed in multiple trades at prices ranging from $40.03 to $40.19. The price reported above reflects the weighted average purchase prices on the dates indicated. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
( 3 )The transaction was executed in multiple trades at prices ranging from $40.03 to $40.19. The price reported above reflects the weighted average purchase prices on the dates indicated. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
( 4 )The transaction was executed in multiple trades at prices ranging from $40.03 to $40.19. The price reported above reflects the weighted average purchase prices on the dates indicated. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
( 5 )The transaction was executed in multiple trades at prices ranging from $40.135 to $40.55. The price reported above reflects the weighted average purchase prices on the dates indicated. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
( 6 )The transaction was executed in multiple trades at prices ranging from $40.135 to $40.55. The price reported above reflects the weighted average purchase prices on the dates indicated. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
( 7 )The transaction was executed in multiple trades at prices ranging from $40.135 to $40.55. The price reported above reflects the weighted average purchase prices on the dates indicated. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transactions were effected.
( 8 )Includes (i) 442,307 shares of Carnival Corporation Common Stock held by the Nickel 2009 GRAT; (ii) 756,008 shares of Carnival Corporation Common Stock held by the NA 2008 Trust; and (iii) 756,009 shares of Carnival Corporation Common Stock held by the KA 2008 Trust. The Reporting Person disclaims beneficial ownership of the shares of Carnival Corporation Common Stock held by the NA 2008 Trust and the KA 2008 Trust.

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