Form 8-K - Current report

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): May 29, 2024

	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))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.01 per share	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 5.07

Submission of Matters to a Vote of Security Holders.

At the Annual Meeting, held May 29, 2024, the Company’s shareholders voted on the following three proposals and cast their votes as described below.

Election of Directors

Director Nominee	Votes For		Votes Against		Abstentions		Broker Non-Votes
John F. Brock		195,589,663		9,192,955		184,695		18,858,567
Richard D. Fain		199,109,103		5,775,161		82,449		18,858,567
Stephen R. Howe, Jr.		199,149,009		5,724,093		93,611		18,858,567
William L. Kimsey		198,466,517		6,404,969		95,227		18,858,567
Michael O. Leavitt		204,583,633		288,518		94,562		18,858,567
Jason T. Liberty		202,391,429		2,486,114		89,170		18,858,567
Amy McPherson		204,557,162		320,368		89,183		18,858,567
Maritza G. Montiel		204,521,731		346,553		98,429		18,858,567
Ann S. Moore		202,171,976		2,702,927		91,810		18,858,567
Eyal M. Ofer		198,841,392		6,028,270		97,051		18,858,567
Vagn O. Sørensen		188,309,663		16,560,830		96,220		18,858,567
Donald Thompson		204,537,187		337,465		92,061		18,858,567
Arne Alexander Wilhelmsen		199,396,755		5,481,696		88,262		18,858,567
Rebecca Yeung		204,353,067		525,097		88,549		18,858,567

Each of the fourteen nominees listed above was elected to the Board of Directors, each having received the affirmative vote of a majority of the votes cast.

Advisory Approval of the Company’s Compensation of Its Named Executive Officers

	Number
Votes For		199,977,491
Votes Against		4,817,683
Abstentions		171,539
Broker Non-Votes		18,858,567

The compensation of our named executive officers was approved on an advisory basis, having received the affirmative vote of a majority of the votes cast.

Ratification of the Auditors

	Number
Votes For		218,510,588
Votes Against		5,183,209
Abstentions		131,483

The selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2024 was ratified, having received the affirmative vote of a majority of the votes cast.

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: May 31, 2024	By:	/s/ R. Alexander Lake
	Name:	R. Alexander Lake
	Title:	Chief Legal Officer & Secretary

Cover	May 29, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	May 29, 2024
Entity File Number	1-11884
Entity Registrant Name	ROYAL CARIBBEAN CRUISES LTD.
Entity Central Index Key	0000884887
Entity Tax Identification Number	98-0081645
Entity Incorporation, State or Country Code	N0
Entity Address, Address Line One	1050 Caribbean Way
Entity Address, City or Town	Miami
Entity Address, State or Province	FL
Entity Address, Postal Zip Code	33132
City Area Code	305
Local Phone Number	539-6000
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, par value $0.01 per share
Trading Symbol	RCL
Security Exchange Name	NYSE
Entity Emerging Growth Company	false