Royal Caribbean Cruises Ltd.

06/12/2019 | Press release | Distributed by Public on 06/12/2019 14:58

Report of unscheduled material events or corporate event

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): June 11, 2019

ROYAL CARIBBEAN CRUISES LTD.

(Exact Name of Registrant as Specified in Charter)

Republic of Liberia

(State or Other Jurisdiction of Incorporation)

1-11884

98-0081645

(Commission File Number)

(IRS Employer Identification No.)

1050 Caribbean Way, Miami, Florida

33132

(Address of Principal Executive Offices)

(Zip Code)

Registrant's telephone number, including area code: 305-539-6000

Not Applicable

(Former Name or Former Address, 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 registrant 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))

Title of each class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, US$0.01 par value

RCL

New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events.

On June 11, 2019, Richard D. Fain, our
Chairman & Chief Executive Officer, entered into a pre-arranged stock trading plandesigned to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (the 'Plan'). The Plan, which was adopted in compliance with our Securities Trading Policy, is intended to facilitate the diversification of Mr. Fain's personal assets and provides for the sale of up to 240,000 shares of our common stock between July 2019 and June 2020 subject to specified minimum market prices.

In the event all of the shares subject to the Plan are sold and based on his current ownership, Mr. Fain would continue to beneficially own approximately 1,119,399 shares of our common stock, including approximately 217,168 shares underlying stock option, restricted stock unit and performance share awards granted to Mr. Fain under our equity compensation plans. This total does not include additional shares of our common stock owned by trusts primarily for the benefit of members of the Fain family.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

ROYAL CARIBBEAN CRUISES LTD.

Date:

June 12, 2019

By:

/s/ Bradley H. Stein

Name:

Bradley H. Stein

Senior Vice President, General Counsel & Secretary

Title: