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RCLRoyal Caribbean Group

Consumer discretionary · Cruise Lines & Shipping · NYSE
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The 10-K against last year's

122 changes: 15 added, 19 removed, 86 reworded, 2 quiet changes

10-K Feb 11, 2026 vs Feb 14, 2025
Risk FactorsRedline ↓
9.1%
of the text changed · 9,167 words now
20.3%
of the text changed · 9,447 words now
Legal ProceedingsRedline ↓
29.1%
of the text changed · 370 words now
Accounting PoliciesRedline ↓
14.3%
of the text changed · 3,911 words now

10-K 0000884887-26-000007 (2026-02-11) vs 10-K 0000884887-25-000050 (2025-02-14)

The redline

The paragraph that changed most in each section

Marked against last year's 10-K: cut words struck through, new words highlighted and underlined.

Accounting Policies 150 words changed in this paragraph; it is 40% similar to last year's version.
In November 2024, September 2025, the FASB issued ASU No. 2024-04, Debt 2025-06, Intangibles - Debt with Conversion Goodwill and Other Options - Internal - Use Software (Subtopic 470-20): Induced Conversions of Convertible Debt Instruments. 350-40): Targeted Improvements to the Accounting for Internal - Use Software. This ASU new guidance is intended to improve eliminate the relevance use of project stages and consistency in application of the induced conversion guidance by clarifying the requirements introduces a principles-based framework for determining whether certain settlements of convertible debt instruments should be accounted for as an induced conversion rather than a debt extinguishment. recognizing and capitalizing internal-use software costs. The amendments in this ASU are is effective for annual reporting periods beginning after December 15, 2025, and 2027, including interim reporting periods within those annual reporting periods. Early adoption is permitted for entities that have adopted permitted. We are evaluating the amendments in Update 2020-06 and the amendments can be applied on either a prospective or a retrospective basis. We early adopted impact of the new guidance effective October 1, 2024 on a retrospective basis. The adoption of this guidance did not have a material impact to our consolidated financial statements or and related disclosures.

Source: 10-K text, Note 2 – Summary of Significant Accounting Policies, 10-K 0000884887-26-000007 vs 10-K text, Note 2 – Summary of Significant Accounting Policies, 10-K 0000884887-25-000050

MD&A 149 words changed in this paragraph; it is 40% similar to last year's version.
In 2025, 2026, we expect our capacity to increase by 5.4% 6.7% compared to 2024, 2025, with the addition a full year of Star of the Seas in late summer and Celebrity Xcel in late 2025, Xcel, and a full year delivery of operations for Utopia Legend of the Seas and Silver Ray. in the summer. In addition, the first Royal Beach Club, our portfolio of exclusive land-based destinations is expected to reach 8 by 2028, with additions of Silversea’s Cormorant at Paradise Island in the Bahamas, is set to open towards the end of the year, and Wonder of the Seas will join Utopia of the Seas focused on short Caribbean itineraries. We also expect to advance development of the 55 South, Royal Beach Club Cozumel, Santorini, and Royal Beach Club Cozumel on the horizon. In addition, we will continue development of Perfect Day Mexico, Mexico and Silversea’s new hotel in Puerto Williams, Chile that will provide a further-elevated and seamless guest experience for its Antarctica expeditions. Royal Beach Club Lelepa. Our new ships, optimized deployment, continued load factor growth and enhanced onboard product offerings are expected to drive growth in Net Yields Yields, total revenues, and Total Revenues. earnings.

Source: Item 7, 10-K 0000884887-26-000007 vs Item 7, 10-K 0000884887-25-000050

Risk Factors 137 words changed in this paragraph; it is 41% similar to last year's version.
Our business continues to demand the use of sophisticated The Company depends on technology and systems. automated systems, including emerging technologies, such as artificial intelligence (“AI”), to operate its business, including but not limited to, computerized reservation systems, ship operations and crew scheduling systems, shipboard internet services, cloud-based technologies, technical and business operations systems and commercial websites and applications, including our mobile app. These technologies and systems require significant investment and must be refined, updated, upgraded and/or replaced with more advanced systems capabilities in order to continue to meet our customers’ demands and expectations, to operate in an interconnected business world, as well as to conduct our business operations effectively. If we are unable to do so in a timely manner or within reasonable cost parameters, if there are any disruptions, delays or deficiencies in design or if we are unable to appropriately and timely train our employees to operate any effectively availing ourselves of these new systems, our business could suffer. We also may not achieve the benefits that we anticipate from any new technology or system, which could impair our operating results. technological advances.

Source: Item 1A, 10-K 0000884887-26-000007 vs Item 1A, 10-K 0000884887-25-000050

Legal Proceedings 94 words changed in this paragraph; it is 65% similar to last year's version.
The Court entered final judgment in December 2022 in favor of the plaintiff and awarded damages and attorneys' fees to the plaintiff in the aggregate amount of approximately $112 million. We then appealed the judgment to the United States Court of Appeals for the 11th Circuit. On October 22, 2024, the 11th Circuit issued an opinion reversing the lower court’s judgment. The plaintiff's petition for a rehearing by the full 11th Circuit was subsequently denied. The plaintiff has the right to petition petitioned the United States Supreme Court for a writ of certiorari. During the fourth quarter of 2022, we recorded a charge of approximately $130 million to Other income (expense) within our consolidated statements of comprehensive income (loss) related to the Havana Docks Action, including post-judgment interest and related legal defense costs and bonding fees. Following the 11th Circuit's denial of the rehearing petition, we released approximately $124 million of the previously recorded loss contingency for the year ended December 31, 2024, recognized within Other income (expense) within our consolidated statements of comprehensive income (loss). certiorari, which was granted on October 3, 2025.

Source: Item 3, 10-K 0000884887-26-000007 vs Item 3, 10-K 0000884887-25-000050

Every change, by type

Sentences and paragraphs added, removed or reworded

Sentences and paragraphs of RCL's Risk Factors and MD&A, 10-K 2026-02-11 against 10-K 2025-02-14. Each links to the text at sec.gov.

RemovedRisk Factors
We have also invested, either directly or indirectly through joint ventures and partnerships, in a growing portfolio of key land-based projects including port and terminal facilities, private destinations and multi-brand destination projects. These investments can increase our exposure to certain key risks depending on the scope, location, and the ownership and management structure of these projects. These risks include susceptibility to weather events, exposure to local political/regulatory developments and policies, logistical challenges and human resource and labor risks and safety, environmental, and health risks.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedRisk Factors
levels, and the recognized value of goodwill and other intangible assets can be negatively affected by unforeseen events and/or circumstances, which may result in an impairment charge. Any of the foregoing events could adversely impact our financial condition and results of operations.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedRisk Factors
Our dividend policy may change without notice and any payment of dividends in the future is subject to the discretion of our Board of Directors.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedRisk Factors
Although we currently pay a quarterly cash dividend to holders of our common stock, we may change our dividend policy at any time. The decision to declare and pay dividends on our common stock will be made at the discretion of our Board of Directors and will depend on a number of factors, including our profitability at the time, cash available for those dividends, and other factors as our board of directors may consider relevant.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedRisk Factors
Additionally, portions of our business are operated by companies that are within the United Kingdom tonnage tax regime. Further, some of our operations are conducted in jurisdictions where we rely on tax treaties to provide exemption from taxation.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedRisk Factors
The Organization for Economic Co-operation and Development (OECD) issued Pillar Two model rules (“Global Minimum Tax”) introducing a new global minimum tax of 15%, which may materially impact us starting in 2026. While we are currently pursuing mitigation strategies, there can be no guarantee they will be successful and the impact to our financial statements could be material. In addition, as budgetary constraints may adversely impact fiscal policy in the jurisdictions in which we operate, we may be subject to changes in our existing tax treatment or other tax reform, as well as increased tax audits.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
On an ongoing basis, we assess the potential liabilities related to any lawsuits or claims brought against us. While it is typically difficult to determine the timing and ultimate outcome of such actions, we use our best judgment to determine if it is probable that we will incur an expense related to the settlement or final adjudication of such matters and whether a reasonable estimation of such probable loss, if any, can be made. In assessing probable losses, we take into consideration estimates of the amount of insurance recoveries, if any, which are recorded as assets when recoverability is probable. We accrue a liability when we believe a loss is probable and the amount of loss can be reasonably estimated. Due to the inherent uncertainties related to the eventual outcome of litigation and potential insurance recoveries, it is possible that certain matters may be resolved for amounts materially different from any provisions or disclosures that we have previously made.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
initiatives expense; and (iii) the gain on sale of controlling interests. A reconciliation of Gross Cruise Costs to Net Cruise Costs and Net Cruise Costs Excluding Fuel is provided below under Results of Operations.

Read it in 10-K 2025-02-14 at sec.gov ↗

Show the other 10
RemovedMD&A
Trifecta refers to the multi-year Adjusted EBITDA per APCD, Adjusted EPS and ROIC goals we publicly announced in November 2022. We designed these goals to help us better execute and achieve our business goals by clearly articulating longer-term financial objectives. Under Trifecta, we are targeting Adjusted EBITDA per APCD of at least $100, Adjusted EPS of at least $10, and ROIC of 13% or higher by the end of 2025. On July 25, 2024, we announced the company achieved all three of its Trifecta goals 18 months ahead of schedule, on a trailing twelve-month basis.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
•In March 2024, we issued $1.25 billion aggregate principal amount of 6.25% senior notes due 2032. Upon closing, we redeemed all of the outstanding $1.25 billion aggregate principal amount of 11.63% Senior Notes Due 2027.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
•In August 2024, we issued $2.0 billion aggregate principal amount of 6.00% senior notes due 2033. Upon closing, we redeemed all of the outstanding $1.0 billion aggregate principal amount of 9.250% Senior Notes Due 2029, and all of the outstanding $1.0 billion aggregate principal amount of 8.250% Senior Secured Notes Due 2029.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
•In September 2024, we issued $1.5 billion aggregate principal amount of 5.63% senior unsecured notes due 2031. Upon closing, we redeemed the outstanding $700 million aggregate principal amount of 7.25% Senior Notes Due 2030.

Read it in 10-K 2025-02-14 at sec.gov ↗

RemovedMD&A
•a 7.8% increase in capacity due to the new ships noted above, an increase in ticket prices on a per passenger basis, and a 2.9% increase in occupancy.

Read it in 10-K 2025-02-14 at sec.gov ↗

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