Business Context and Reporting Period
This Form 8-K was filed by Norwegian Cruise Line Holdings Ltd. on May 7, 2025. The report details a corporate governance change involving the expansion of the Board of Directors and the appointment of a new independent director.
Key Financial Metrics
This filing does not contain financial performance data such as revenue, profit, cash flow, margins, debt, or liquidity. The document focuses exclusively on director compensation and appointment details.
Material Changes
- Board Expansion: The Board of Directors increased its size from eight to nine members.
- New Appointment: Ms. Linda P. Jojo was appointed as a new independent director and assigned to the Technology, Environmental, Safety and Security (TESS) Committee.
Compensation and Governance Details
Ms. Jojo's compensation package, effective immediately, includes:
- Annual Cash Retainer: $100,000, payable in four equal quarterly installments.
- Committee Retainer: $20,000 annually for TESS Committee service, payable in four equal quarterly installments.
- Equity Award: An annual Restricted Share Unit (RSU) award valued at $200,000 on the grant date, vesting in one installment the following year. A pro-rated award for 2025 was granted.
- Future Election: Beginning in 2026, Ms. Jojo may elect to receive all or part of her $100,000 cash retainer in RSUs instead of cash.
Investor Verification Checklist
- Verify the independence status of Ms. Linda P. Jojo per NYSE and SEC rules.
- Review the pro-rated RSU award details for 2025 to understand immediate dilution impact.
- Confirm the total number of board seats is now nine.
- Note that this filing contains no operational or financial results for the period.