8-K
Royal Caribbean Cruises Ltd (RCL)
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): March 31, 2023
| 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<br>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<br>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 5.02 | Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements ofCertain Officers. |
|---|
On April 6, 2023, Royal Caribbean Cruises Ltd. (the “Company”) announced that Lisa Lutoff-Perlo will transition from her role as President and Chief Executive Officer of Celebrity Cruises to Vice Chairman, External Affairs for the Royal Caribbean Group, effective as of May 1, 2023 (the “Effective Date”).
In connection with this transition, we have entered into an agreement, dated as of March 31, 2023 (the “Agreement”), with Ms. Lutoff-Perlo pursuant to which she will serve as Vice Chairman, External Affairs and provide transition services to the Company during the period commencing on the Effective Date until April 25, 2024. In exchange for these services, she will receive an annual base salary of $360,000 and remain eligible to receive a bonus under our Executive Short-Term Bonus Plan on the terms previously approved by the Talent and Compensation Committee for 2023. She will also continue to participate in the Company’s benefits plans and programs in accordance with their terms and eligibility requirements.
The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the Agreement, which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ending March 31, 2023.
In connection with Ms. Lutoff-Perlo’s transition, she will be entitled to receive severance payments and benefits in accordance with the terms and conditions of her existing employment agreement with the Company, dated August 3, 2015, as previously filed with the Securities and Exchange Commission on February 23, 2017 as Exhibit 10.31 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2016.
| Item 7.01 | Regulation FD Disclosure |
|---|
On April 6, 2023, the Company issued a press release announcing Ms. Lutoff-Perlo’s transition from her role as President and Chief Executive Officer of Celebrity Cruises. A copy of the press release is attached as Exhibit 99.1 hereto.
The information in this Item 7.01, including Exhibit 99.1 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.
Item 9.01(d) Financial Statements and Exhibits
Exhibit 99.1 Press Release dated April 6, 2023
Exhibit 104 Cover Page Interactive Data File (the cover page XBRL tags are embedded in the Inline XBRL document).
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: | April 6, 2023 | By: | /s/ R. Alexander Lake |
| Name: | R. Alexander Lake | ||
| Title: | Senior Vice President, Chief Legal Officer & Secretary |
Exhibit 99.1
FOR IMMEDIATE RELEASE
Celebrity Cruises’ Presidentand CEO Lisa Lutoff-Perlo Transitions to Vice Chair, External Affairs; Laura Hodges Bethge Named to Succeed Her
MIAMI – April 6, 2023 – Today, Royal Caribbean Group (NYSE: RCL) announced that after an illustrious tenure at the helm of Celebrity Cruises, Lisa Lutoff-Perlo will transition to Vice Chair, External Affairs for Royal Caribbean Group, effective May 1. In her new role, Lutoff-Perlo will continue reporting to Royal Caribbean Group President and CEO Jason Liberty. Laura Hodges Bethge, currently executive vice president, shared services operations, will become the next brand president of Celebrity Cruises.
“Lisa has been instrumental in transforming the Celebrity Cruises brand to what it is today,” said Jason Liberty, president and CEO, Royal Caribbean Group. “From helping us introduce the revolutionary Edge Series of ships to advancing the role of women in maritime careers, Lisa has had an incredible career during her time leading Celebrity Cruises, and multiple parts of our Royal Caribbean International brand. I have had the pleasure of working with Lisa for almost 18 years, and I know her expertise will be invaluable as she transitions to serve as my Vice Chair, External Affairs.”
“It has always been difficult for me to imagine leaving the incredible Celebrity brand, but the time is right for me to start an exciting new chapter and turn the helm over to a new leader,” said Lisa Lutoff-Perlo. “It has been my great honor to lead this brand and work alongside the phenomenal Celebrity shoreside team and crew. Together, our accomplishments have been extraordinary. I’m excited to now work closely with Jason on broader initiatives as we sail towards an even brighter future.”
Lutoff-Perlo’s remarkable career with Royal Caribbean Group began in 1985 with her first role as a district sales manager and she went on to trailblaze a legacy of firsts. Along the way, she also led Celebrity Cruises to record growth, revenue, and profit, and she championed the brand’s evolution into the incredible cruise line it is today. Under her leadership, Celebrity Cruises welcomed four new award-winning ships, and underwent the Celebrity Revolution, one of the largest fleet revitalization projects in the industry.
In 2005, Lutoff-Perlo became Celebrity’s first female senior vice president of hotel operations. In 2012, she was named executive vice president of operations for Royal Caribbean International, the first woman in the industry to oversee both hotel and marine operations. Two short years later, she was the first woman appointed to president and CEO of one of Royal Caribbean Group’s brands.
“I would also like to congratulate Laura for her appointment as the next brand president of Celebrity Cruises,” Liberty added. “With her operational experience, business acumen and deep understanding of our company and the cruise industry, I know Laura is the right person to lead Celebrity Cruises to its next phases of growth.”
Most recently serving as executive vice president, shared services operations, Laura Hodges Bethge has been with the company more than 23 years and has held senior positions in many different areas including product development, hotel and marine operations, sales, marketing, product innovation, market development and investor relations.
Hodges Bethge is an exemplary leader with a long history of success at the company. Previously, she was senior vice president of product development for Royal Caribbean International, and led the teams conceptualizing their groundbreaking ships, private island destinations, and new experiences introduced throughout the award-winning fleet, including the first island in Royal Caribbean’s Perfect Day Island Collection – Perfect Day at CocoCay.
“Now 15 ships strong, this is an exciting time for Celebrity Cruises,” said Laura Hodges Bethge. “This year alone, we’ll be welcoming CelebrityAscent, and reaching key construction milestones in the yet-to-be-named fifth ship in the revolutionary Edge Series. I look forward to building on the incredible achievements of Lisa and this world class team, as we continue to break boundaries and chart new courses in the industry.”
For more information on Royal Caribbean Group’s executive leadership, please visit https://www.royalcaribbeangroup.com/about/.
Media Contact: Jonathon Fishman
corporatecommunications@rccl.com
About Royal Caribbean Group
Royal Caribbean Group (NYSE: RCL) is one of the leading cruise companies in the world with a global fleet of 64 ships traveling to approximately 1,000 destinations around the world. Royal Caribbean Group is the owner and operator of three award-winning cruise brands: Royal Caribbean International, Celebrity Cruises, and Silversea Cruises, and it is also a 50% owner of a joint venture that operates TUI Cruises and Hapag-Lloyd Cruises. Together, the brands have an additional 10 ships on order as of December 31, 2022. Learn more at www.royalcaribbeangroup.com or www.rclinvestor.com.
About Celebrity CruisesCelebrity Cruises’ iconic “X” is the mark of a fleet of 15 relaxed luxury resorts at sea taking guests to the world’s best places on the world’s best places. Celebrity revolutionized the industry with its cool, contemporary design and accommodation; dining, spa, and entertainment experiences for modern tastes; and culturally rich and diverse destination experiences, all complemented by warm, personalized service. Driven by wanderlust and a passion for opening the world, Celebrity journeys to all seven continents, visiting nearly 300 destinations in more than 70 countries. Celebrity Cruises is one of five cruise brands owned by global cruise company Royal Caribbean Group (NYSE: RCL). For more information about Celebrity Cruises, please visit www.celebrity.com.
