Carnival Corp: Termination Of A Material Definitive Agreement, Completion Of Acquisition Or Disposition Of Assets, Notice Of Delisting Or Failure To Satisfy A Continued Listing Ruleor Standard; Transfer Of Listing, Unregistered Sales Of Equity Securities, Material Modification To Rights Of Security Holders, Changes In Control Of Registrant, Amendments To Articles Of Incorporation Or Bylaws; Change In Fiscal Year, Regulation Fd Disclosure, Financial Statements And Exhibits

Item 1.02Termination of a Material Definitive Agreement. The information set forth in the Introductory Note and Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference. Item 2.01Completion of Acquisition or Disposition of Assets. The DLC Unification and Redomiciliation Transactions were implemented by way of a Court-approved scheme of arrangement under Part 26 of the UK Companies Act 2006 (the “Scheme of Arrangement”) between Carnival plc and the holders of Carnival plc Shares subject to the scheme of arrangement (the “Scheme Shareholders”). Pursuant to the Scheme of Arrangement, all Carnival plc Shares (other than certain excluded shares) were acquired by Carnival Corporation, and each Scheme Shareholder is entitled to receive one Common Share for each Carnival plc Share held as of 6 p.m. (BST) on May 5, 2026. As a result, Carnival plc became a subsidiary of Carnival Corporation. Upon consummation of the DLC Unification and Redomiciliation Transactions, and pursuant to the terms of the Amended and Restated Deposit Agreement (as amended to the date hereof, the “Deposit Agreement”) among Carnival plc, JPMorgan Chase Bank, N.A., as depositary, and the holders of American Depositary Shares (the “ADSs”), the Deposit Agreement was terminated, and all then-outstanding ADSs were exchanged for Common Shares of Carnival Corporation Ltd. on a one-for-one basis. The Common Shares issued to Scheme Shareholders pursuant to the Scheme of Arrangement were issued in reliance on the exemption from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), provided by Section 3(a)(10) of the Securities Act. Concurrently with the consummation of the DLC Unification, Carnival Corporation migrated from the Republic of Panama to Bermuda and became an exempted company limited by shares under the name Carnival Corporation Ltd. Carnival Corporation’s existing third amended and restated articles of incorporation and third amended and restated by-laws (collectively, the “Existing Carnival Corporation Organizational Documents”) were replaced by the Memorandum of Continuance and the Bye-Laws of Carnival Corporation Ltd. (together, the “Carnival Corporation Ltd. Constitutional Documents”). On May 6, 2026, Carnival Corporation and Carnival plc entered into an agreement (the “Termination Agreement”) to terminate the equalization and governance agreement, dated April 17, 2003, between Carnival Corporation and Carnival plc (the “Equalization Agreement”) upon the Scheme of Arrangement becoming effective. Upon termination of the Equalization Agreement and pursuant to the Termination Agreement, certain agreements and arrangements relating to the prior dual listed company structure terminated automatically or were terminated, including the SVE Special Voting Deed, the P&O Princess Deed of Guarantee, the Carnival Deed of Guarantee, the Carnival Corporation Deed of Guarantee, the Voting Trust Deed and the Pairing Agreement, each dated as of April 17, 2003. The listing of Carnival plc Shares on the Official List of the FCA and the admission to trading of the Carnival plc Shares on the Main Market of the LSE were cancelled on May 7, 2026. In addition, the ADSs and trust shares of beneficial interest in the P&O Princess Special Voting Trust, which traded on the NYSE under the symbol “CUK,” were suspended from trading on the NYSE prior to the open of trading on May 7, 2026. The foregoing description of the DLC Unification and Redomiciliation Transactions, the Unification Agreement and the Termination Agreement does not purport to be complete and is subject to and qualified in its entirety by reference to the Unification Agreement, a copy of which is incorporated by reference as Exhibit 2.1 to this Current Report on Form 8-K, and the Termination Agreement, a copy of which is filed as Exhibit 4.1 to this Current Report on Form 8-K, and each of which is incorporated by reference herein. Item 3.01Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. The information set forth in the Introductory Note and Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference. Item 3.02Unregistered Sales of Equity Securities. The information set forth in the Introductory Note and Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference. Item 3.03Material Modification to Rights of Security Holders. The information set forth in the Introductory Note and Items 2.01, 3.01 and 5.03 of this Current Report on Form 8-K is incorporated herein by reference. As a result of the Redomiciliation and the adoption of the Carnival Corporation Ltd. Constitutional Documents described in Item 2.01 above, the rights of holders of the Common Shares of Carnival Corporation Ltd. are no longer governed by the General Corporation Law of Panama and the Existing Carnival Corporation Organizational Documents, and are now governed by the Bermuda Companies Act 1981, as amended, and the Carnival Corporation Ltd. Constitutional Documents. The Memorandum of Continuance and the Bye-Laws of Carnival Corporation Ltd. are attached hereto as Exhibit 3.1 and Exhibit 3.2, respectively, and are incorporated by reference herein. Item 5.01Changes in Control of Registrant. The information set forth in the Introductory Note and Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference. As a result of the consummation of the DLC Unification and Redomiciliation Transactions, Carnival plc became a wholly-owned UK subsidiary of Carnival Corporation Ltd. Item 5.03Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year. The information set forth in the Introductory Note and Item 2.01 of this Current Report on Form 8-K is incorporated herein by reference. On May 7, 2026, in connection with the DLC Unification and Redomiciliation Transactions, Carnival Corporation migrated from the Republic of Panama to Bermuda and became an exempted company limited by shares under the name Carnival Corporation Ltd. and the Existing Carnival Corporation Organizational Documents were replaced by the Carnival Corporation Ltd. Constitutional Documents. The Memorandum of Continuance and the Bye-Laws of Carnival Corporation Ltd. are attached hereto as Exhibit 3.1 and Exhibit 3.2, respectively, and are incorporated by reference herein. In addition, upon the Scheme of Arrangement becoming effective, the articles of association of Carnival plc were amended to remove certain provisions related to the prior dual listed company structure. Item 7.01Regulation FD Disclosure. On May 7, 2026, Carnival Corporation and Carnival plc issued a press release announcing the consummation of the DLC Unification and Redomiciliation Transactions. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference into this Item 7.01. The information furnished pursuant to this Item 7.01, including Exhibit 99.1 furnished therewith, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference into any filing under the Securities Act or the Exchange Act, except as expressly set forth by specific reference in such filing. Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 2.1 Unification Agreement, dated February 20, 2026, between Carnival Corporation and Carnival plc (incorporated by reference to Exhibit 2.1 to the Current Report on Form 8-K of Carnival Corporation and Carnival plc, filed on February 20, 2026). 3.1 Memorandum of Continuance of Carnival Corporation Ltd. 3.2 Bye-Laws of Carnival Corporation Ltd. 4.1 Termination Agreement, dated May 6, 2026, between Carnival Corporation and Carnival plc. 99.1 Press release announcing the consummation of the DLC Unification and Redomiciliation Transactions. 104 Cover Page Interactive Data File (embedded with the Inline XBRL document). 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 LTD. CARNIVAL PLC By: /s/ Enrique Miguez By: /s/ Enrique Miguez Name: Enrique Miguez Name: Enrique Miguez Title: General Counsel Title: General Counsel Date: May 7, 2026 Date: May 7, 2026

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