Carnival Corp. (CCL) filed a Form 8K - Changes in Company
Executive Management - with the U.S Securities and Exchange
Commission on January 28, 2014.
(e) Compensatory Arrangement of Former Chief Operating
Officer
On January 27, 2014, Carnival Corporation (the "Company") and
Carnival plc (together, with the Company, the "Companies") entered
into a separation agreement (the "Separation Agreement") with
Howard S. Frank, former Chief Operating Officer of the Companies.
In addition, on January 27, 2014, the Companies entered into a
consulting agreement (the "Consulting Agreement") regarding Mr.
Frank's role as special advisor to the President and Chief
Executive Officer and to the Chairman of the Companies.
Under the Separation Agreement, Mr. Frank shall receive the
following benefits:
A lump sum of $7,500,000.00.
His annual cash bonus for fiscal 2013 based on the formula used
for other executives, which includes Mr. Frank's annual performance
review.
His benefit, if any, under the Carnival Corporation Nonqualified
Retirement Plan and the Carnival Corporation Supplemental Executive
Retirement Plan, in accordance with the terms of such
arrangements.
Medical and dental coverage for himself and his spouse, for
their lifetimes, equivalent to the coverage provided to active
senior-level executives of the Companies, to the extent permissible
under applicable law. Mr. Frank shall pay for such coverage to the
extent active executives pay for such coverage.
In addition, for three years following Mr. Frank's retirement
from employment with the Companies, the separation agreement
prohibits Mr. Frank from (i) working for a competing business, (ii)
soliciting employees of the Companies and (iii) disclosing
confidential information.
Under the terms of the consulting agreement, Mr. Frank will
receive $575,000 per year as compensation for all services provided
to the Companies and their affiliates.
This summary does not purport to be complete and is subject to
and qualified in its entirety by reference to the text of the
separation agreement and the consulting agreement.
The full text of this SEC filing can be retrieved at:
http://www.sec.gov/Archives/edgar/data/815097/000119312514023401/d667260d8k.htm
Any exhibits and associated documents for this SEC filing can be
retrieved at:
http://www.sec.gov/Archives/edgar/data/1125259/000119312514023401/0001193125-14-023401-index.htm
Public companies must file a Form 8-K, or current report, with
the SEC generally within four days of any event that could
materially affect a company's financial position or the value of
its shares.
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