NOTIFICATION OF TRANSACTION OF DIRECTOR/PDMR
MIAMI, Feb. 22 - Carnival Corporation & plc (NYSE/LSE: CCL; NYSE: CUK)
announced that on February 21, 2006 awards were made to certain executive
directors and PDMRs pursuant to the Carnival plc 2005 Employee Share Plan (the
"2005 Plan") and Carnival Corporation 2002 Stock Plan (the "2002 Plan").
Pursuant to the 2002 Plan, an option to purchase 50,000 shares of common
stock of Carnival Corporation (the "Corporation Shares") was granted to Peter
G. Ratcliffe, Chief Executive Officer of P&O Princess Cruises International.
This option is exercisable in five equal installments beginning on the first
anniversary of the date of grant. The exercise price of US$51.375 per
Corporation Share is based on the average of the high and low sales prices of
one Corporation Share on February 21, 2006 on the New York Stock Exchange.
Also pursuant to the 2002 Plan, Mr. Ratcliffe was granted 10,000 restricted
share units representing a hypothetical interest in Carnival Corporation
Shares ("Corporation RSUs"). The Corporation RSUs will be released from
restriction on the fifth anniversary of the date of grant.
Pursuant to the 2005 Plan, an option to purchase Carnival plc ordinary
shares of US$1.66 each ("plc Shares") and restricted share units representing
a hypothetical interest in plc Shares ("plc RSUs") were awarded as follows:
Option Over Restricted
----------- ----------
Director/PDMR Name Shares Awarded Share Units Awarded
------------------ -------------- -------------------
Pier Luigi Foschi 50,000 10,000
David Dingle 275 605
The option awarded to Mr. Foschi, Chief Executive Officer of Costa
Crociere, S.p.A., is exercisable in five equal installments beginning on the
first anniversary of the date of grant. The option awarded to Mr. Dingle,
Managing Director of Carnival UK and P&O Cruises, is exercisable in full on
the third anniversary of the date of grant. The exercise price of 31.24
pounds per plc Share is based on the closing price of one share of Carnival plc
on February 21, 2006 on the London Stock Exchange.
The plc RSUs awarded to Mr. Foschi will be released from restriction on
the fifth anniversary of the date of grant. The plc RSUs awarded to Mr.
Dingle will be released from restriction on the third anniversary of the date
of grant.
Following this notification Mr. Ratcliffe holds 20,000 Corporation RSUs
and options over 150,000 Corporation Shares, Mr. Foschi holds 10,000 plc RSUs
and options over 398,264 plc Shares and Mr. Dingle holds 605 plc RSUs and
options over 49,716 plc Shares.
This notification relates to disclosures made in accordance with
Disclosure Rule 3.1.4(R)(1)(a) and Disclosure Rule 3.1.4(R)(1)(b), a
disclosure made in accordance with section 324 of the Companies Act 1985.
Further details and a copy of the Forms 4, Statement of Changes in
Beneficial Ownership of Securities, being filed later today with the U.S.
Securities & Exchange Commission, can be found at the SEC web site,
www.sec.gov, and the Carnival Corporation & plc web site located at
www.carnivalcorp.com or www.carnivalplc.com.
SOURCE Carnival Corporation & plc
(CCL CUK)
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