Item 1A. Risk Factors.

The risk factors that affect our business and financial results are discussed in “Item 1A. Risk Factors,” included in the Form 10-K, and there has been no material change to these risk factors since the Form 10-K filing. These risks should be carefully considered, and could materially and adversely affect our results, operations, outlooks, plans, goals, growth, reputation, cash flows, liquidity and stock price. Our business also could be affected by risks that we are not presently aware of or that we currently consider immaterial to our operations.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds**.**

Issuer Purchases of Equity Securities

In March 2026, we announced a share repurchase program of up to $2.5 billion (“Repurchase Program”). The timing, volume and structure of any share repurchases will be subject to market and general economic conditions, the prevailing share price(s) and applicable legal requirements. The Repurchase Program does not have an expiration date.

During the three months ended August 31, 2026, purchases of Carnival Corporation common shares pursuant to the Repurchase Program were as follows:


Period	Total number of shares purchased (a) (in millions)	Average price paid per Common Share		Maximum dollar value that may yet be purchased under the Repurchase Program (in millions)
June 1, 2026 through June 30, 2026	3.8	$	27.82	$	2,005
July 1, 2026 through July 31, 2026	8.9	$	26.74	$	1,768
August 1, 2026 through August 31, 2026	7.6	$	26.98	$	1,562
Total	20.3	$	27.03

(a)No shares were purchased outside of the Repurchase Program.

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