form8k20160520.htm

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 20, 2016
 
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:
 
 
o
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
     
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
     
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 
 

Item 5.07    Submission of Matters to a Vote of Security Holders.
 
The 2016 Annual Meeting of Shareholders of Royal Caribbean Cruises Ltd. was held on May 20, 2016.  We had 215,936,253 outstanding shares of our common stock as of March 30, 2016, the record date for the Annual Meeting. 178,858,336 shares of common stock were represented in person or by proxy at the Annual Meeting, which was sufficient to constitute a quorum for the purpose of transacting business.
 
The final voting results for each proposal are set forth below:
 
Election of Directors
 
Director Nominee
  
Votes For
  
Votes Against
  
Abstentions
  
Broker Non-Votes
John F. Brock
  
168,932,282
  
244,338
  
136,448
  
9,545,268
Richard D. Fain
  
165,814,933
  
2,746,507
  
751,628
  
9,545,268
William L. Kimsey
  
166,914,071
  
2,271,718
  
127,279
  
9,545,268
Maritza G. Montiel
  
169,030,437
  
157,005
  
125,626
  
9,545,268
Ann S. Moore
  
155,290,321
  
13,898,206
  
124,541
  
9,545,268
Eyal M. Ofer
  
166,958,006
  
2,229,294
  
125,768
  
9,545,268
Thomas J. Pritzker
  
166,211,942
  
2,975,873
  
125,253
  
9,545,268
William K. Reilly
  
166,939,190
  
2,247,615
  
126,263
  
9,545,268
Bernt Reitan
  
167,086,923
  
2,099,831
  
126,314
  
9,545,268
Vagn O. Sørensen
  
155,888,152
  
13,299,260
  
125,656
  
9,545,268
Donald Thompson
  
168,942,372
  
241,931
  
128,765
  
9,545,268
Arne Alexander Wilhelmsen
  
167,043,048
  
2,144,655
  
125,365
  
9,545,268
 
Each of the twelve nominees listed above was elected to the Board of Directors, having received the affirmative vote of a majority of the votes cast with respect to the election of directors.
 
Advisory Vote on Compensation of Named Executive Officers
 
   
Number
Votes For
  
166,382,103
Votes Against
  
2,748,408
Abstentions
  
182,557
Broker Non-Votes
  
9,545,268
 
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 with respect to such proposal.
 
Approval of the Amended and Restated 2008 Equity Incentive Plan
 
   
Number
Votes For
  
165,334,019
Votes Against
  
3,796,588
Abstentions
  
182,461
Broker Non-Votes
  
9,545,268
 
The Amended and Restated 2008 Equity Incentive Plan was approved, having received the affirmative vote of a majority of the votes cast with respect to such proposal.
 
 
 
 
 
 
Ratification of the Auditors
 
   
Number
Votes For
  
176,273,544
Votes Against
  
2,440,570
Abstentions
  
144,222
Broker Non-Votes
  
0
 
The selection of PricewaterhouseCoopers LLP as our independent registered public accounting firm for the fiscal year ending December 31, 2016 was ratified, having received the affirmative vote of a majority of the votes cast with respect to such proposal.
 
The Company's proxy materials also included a shareholder proposal regarding proxy access. This proposal was not voted upon at the Annual Meeting because neither the proponents, nor a qualified representative of the proponents, appeared at the Annual Meeting to present the proposal.
 
 
 
 
 

 
 
 

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 23, 2016
By:
/s/  Bradley H. Stein
   
Name:
Bradley H. Stein
Senior Vice President, General Counsel & Secretary
   
Title: