Please wait

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Name of Issuer)

(Title of Class of Securities)

(CUSIP Number)

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

Rule 13d-1(b)

Rule 13d-1(c)

Rule 13d-1(d)

SCHEDULE 13D/A 0000950142-24-000344 0001142244 XXXXXXXX LIVE 28 Common Stock, par value $0.01 per share 11/25/2025 false 0000815097 143658300 CARNIVAL CORP 3655 NW 87TH AVE PO BOX 1347 MIAMI FL 33178 Enrique Miguez, Esq. 305-599-2600 Carnival Corporation 3655 N.W. 87th Avenue Miami FL 33178-2428 Y MA 1994 B SHARES LP b OO N DE 80736445.00 0.00 80736445.00 0.00 80736445.00 N 6.92 PN Y MA 1994 B SHARES, INC. b OO N DE 80736445.00 0.00 80736445.00 0.00 80736445.00 N 6.92 CO 0001142244 N ARISON MICKY MEIR b OO N X1 85670611.00 8472297.00 0.00 94142908.00 94142908.00 N 8.06 IN Y RICHARD L. KOHAN b OO N X1 1000.00 8472297.00 1000.00 94143908.00 94144908.00 N 8.06 IN Y KLR, LLC b OO N DE 0.00 0.00 0.00 83158949.00 83158949.00 N 7.12 OO Y NICKEL 2015-94B TRUST b OO N DE 80736445.00 0.00 80736445.00 0.00 80736445.00 N 6.92 OO Common Stock, par value $0.01 per share CARNIVAL CORP 3655 NW 87TH AVE PO BOX 1347 MIAMI FL 33178 The Schedule 13D relating to Carnival Corporation is being filed by MA 1994 B Shares, L.P. ("B Shares, L.P."), MA 1994 B Shares, Inc. ("B Shares, Inc."), Micky Arison, Richard L. Kohan, KLR, LLC, and Nickel 2015-94 B Trust (collectively, the Reporting Persons). This Amendment No. 28 is being filed to reflect the transactions described in Item 3 below. The Schedule 13D is hereby amended as follows: Item 1. Security and Issuer No material change. On November 25, 2025, Nickel 2025-05 Trust No. 2, a trust for the benefit of Micky Arison and his family, received 8,472,297 Shares in a distribution from Artsfare 2023-05 Trust No. 2 in connection with the passing of Marilyn B. Arison. Item 5 is hereby amended and restated in its entirety as follows: All ownership percentages set forth herein assume that there are 1,167,541,049 Shares outstanding, representing the total number of shares reported by Carnival Corporation as of September 22, 2025 in its Quarterly Report on Form 10-Q filed on September 29, 2025. (a) and (b)(i) (i) B Shares, L.P. beneficially owns an aggregate of 80,736,445 Shares (approximately 6.92% of the total number of Shares outstanding), which its holds directly. B Shares, L.P. has sole voting and dispositive power with respect to all such Shares. (ii) B Shares, Inc. beneficially owns an aggregate of 80,736,445 Shares (approximately 6.92% of the total number of Shares outstanding), by virtue of being the general partner of B Shares, L.P. B Shares, Inc. has sole voting and dispositive power with respect to all such Shares. (iii) Micky Arison beneficially owns an aggregate of 94,142,908 Shares (approximately 8.06% of the total number of Shares outstanding), 80,736,445 Shares with respect to which he has a beneficial interest by virtue of the interest and authority granted to him under the trust instrument for the Nickel 2015-94 B Trust, 8,472,297 Shares with respect to which he has a beneficial interest by virtue of the interest and authority granted to him under the trust instrument for the Nickel 2025-05 Trust No. 2, and 2,422,504 Shares with respect to which he has a beneficial interest by virtue of the interest and authority granted to him under the instruments for several trusts for the benefit of his children, and 2,511,662 Shares with respect to which he has a beneficial interest by virtue of the interest and authority granted to him under the instruments for several grantor-retained annuity trusts. Micky Arison has sole voting and shared dispositive power with respect to the 80,736,445 Shares indirectly held by the Nickel 1994 "B" Trust, the 2,422,504 Shares held by trusts for the benefit of Micky Arison's children and the 2,511,662 Shares held by grantor-retained annuity trusts. Micky Arison has shared voting and dispositive power with respect to the 8,472,297 Shares held by Nickel 2025-05 Trust No. 2. (vii) Richard L. Kohan beneficially owns an aggregate of 94,144,908 Shares (approximately 8.06% of the total Shares outstanding), by virtue of being a trustee of Nickel 2003 Revocable Trust, a trustee of Nickel 2025-05 Trust No. 2, the sole member of KLR, LLC and owning 1,000 Shares indirectly and 1,000 Shares directly. Mr. Kohan has shared dispositive power with respect to the 2,422,504 Shares held by trusts for the benefit of Micky Arison's children, the 80,736,445 Shares indirectly held by the Nickel 2015-94 B Trust and the 2,511,662 Shares held by grantor-retained annuity trusts. Mr. Kohan has shared voting and dispositive power with respect to the 8,472,297 Shares held by Nickel 2025-05 Trust No. 2 and the 1,000 Shares held by his wife and sole voting and dispositive power with respect to the 1,000 Shares he holds directly. (viii) KLR, LLC beneficially owns an aggregate of 83,158,949 Shares (approximately 7.12% of the total number of Shares outstanding), by virtue of being a distribution adviser of the Nickel 2015-94 B Trust and various trusts for the benefit of Micky Arison's children. KLR, LLC has shared dispositive power with respect to the 80,736,445 Shares indirectly held by the Nickel 2015-94 B Trust and the 2,422,504 Shares held by trusts for the benefit of Micky Arison's children. Accordingly, KLR, LLC may be deemed to beneficially own such Shares for which it exercises voting and/or dispositive power. KLR, LLC disclaims beneficial ownership of all such Shares. (ix) Nickel 2015-94 B Trust beneficially owns an aggregate of 80,736,445 Shares (approximately 6.92% of the total number of Shares outstanding), by virtue of being the sole stockholder of B Shares, Inc., the general partner of B Shares, L.P. Nickel 2015-94 B Trust has sole voting and dispositive power with respect to all such Shares. (xi) The Reporting Persons, as a group, beneficially own an aggregate of 94,144,908 Shares (approximately 8.06% of the total number of Shares outstanding). The Reporting Persons, as a group, have sole voting and dispositive power over all such Shares. See Item 5(a). See Item 3. Each of the Reporting Persons affirms that no person other than such Reporting Person has the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares owned by such Reporting Person. The following exhibits have been filed with this Schedule 13D/A. Exhibit 55 Joint Filing Agreement, dated as of November 25, 2025, among MA 1994 B Shares, L.P., MA 1994 B Shares, Inc., Micky Arison, Richard L. Kohan, Nickel 2015-94 B Trust, and KLR, LLC. MA 1994 B SHARES LP /s/ Richard L. Kohan Richard L. Kohan, Attorney-in-fact 11/26/2025 MA 1994 B SHARES, INC. /s/ Richard L. Kohan Richard L. Kohan, Attorney-in-fact 11/26/2025 ARISON MICKY MEIR /s/ Richard L. Kohan Richard L. Kohan, Attorney-in-fact 11/26/2025 RICHARD L. KOHAN /s/ Richard L. Kohan Richard L. Kohan 11/26/2025 KLR, LLC /s/ Richard L. Kohan Richard L. Kohan, President 11/26/2025 NICKEL 2015-94B TRUST /s/ Richard L. Kohan Richard L. Kohan, Attorney-in-fact 11/26/2025