Carnival Cruises 2008 Annual Report Download - page 43

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43
Item 9B. Other Information.
None.
PART III
Item 10. Directors, Executive Officers and Corporate Governance.
We have adopted a code of ethics that applies to our chief executive officer, chief
operating officer and senior financial officers, including the chief financial officer,
chief accounting officer and controller and other persons performing similar functions.
This code of ethics is posted on our website, which is located at www.carnivalcorp.com and
www.carnivalplc.com. We intend to satisfy the disclosure requirement under Item 10 of Form
8-K regarding an amendment to, or waiver from, a provision of this code of ethics by posting
such information on our website, at the addresses specified above. Information contained in
our website, whether currently posted or posted in the future, is not part of this document
or the documents incorporated by reference in this document.
The additional information required by Item 10 is incorporated herein by reference to
the Carnival Corporation and Carnival plc joint definitive proxy statement to be filed with
the U.S. Securities and Exchange Commission not later than 120 days after the close of the
2008 fiscal year, except that the information concerning the Carnival Corporation and
Carnival plc executive officers called for by Item 401(b) of Regulation S-K is included in
Part I of this Form 10-K.
Item 11. Executive Compensation.
The information required by Item 11 is incorporated herein by reference to the Carnival
Corporation and Carnival plc joint definitive proxy statement to be filed with the U.S.
Securities and Exchange Commission not later than 120 days after the close of the 2008
fiscal year.
Item 12. Security Ownership of Certain Beneficial Owners and Management.
Securities Authorized for Issuance under Equity Compensation Plans
Carnival Corporation
Set forth below is a table that summarizes compensation plans (including individual
compensation arrangements) under which Carnival Corporation equity securities are authorized
for issuance as of November 30, 2008.
Number of securities Weighted-average Number of securities remaining
to be issued upon exercise price of available for future issuance
exercise of outstanding under equity compensation plans
outstanding options, options, warrants (excluding securities reflected
Plan category warrants and rights and rights in column (a))
(a)
Equity compen-
sation plans
approved by
security holders 14,544,651(1) $42.69 28,116,687(2)(3)
Equity compen-
sation plans not
approved by
security holders
Total 14,544,651 $42.69 28,116,687
(1) Includes outstanding options to purchase Carnival Corporation common stock under the
Carnival Cruise Lines, Inc. 1987 Stock Option Plan, Carnival Corporation 1992 Stock
Option Plan, Carnival Corporation 2002 Stock Plan, Carnival Corporation 1993 Outside
Directors' Stock Option Plan and Carnival Corporation 2001 Outside Director Stock Plan.
Also includes 820,653 restricted share units outstanding under the Carnival Corporation
2002 Stock Plan and 20,250 restricted share units outstanding under the Carnival
Corporation 2001 Outside Director Stock Plan.