DAMION

Carnival Corporation's data breach exposed personal data of nearly 6 million customers: An April social engineering attack on an employee account compromised names, dates of birth, and government-issued ID numbers. WHO DO YOU BLAME

Skills: Technology & Cybersecurity: Experience with information technology and cybersecurity matters is increasingly important to mitigate the risks our business faces, promote innovation and maintain a competitive edge in a rapidly evolving technological age

Least represented 5/11

CEO Josh Weinstein

NO: at Carnival since 2002, started as General Counsel

Sir Johathon Band

NO: First Sea Lord and Chief of Naval Staff, the most senior officer position in the British Navy (2006 to 2009, when he retired); Admiral and Commander-in-Chief Fleet (2002 to 2006); Served as a naval officer in increasing positions of authority (1967 to 2002)

Jason Cahilly

NO: CEO Dragon Group LLC, provides capital and business management consulting and advisory services worldwide; The NBA: CFO & Chief Strategic Officer; Goldman Sachs: Partner; Global Co-Head of Media and Telecommunications; Head of Principal Investing for Technology, Media & Telecommunications

Nelda Connors

NO: CEO/Chair Pine Grove Holdings, a privately held investment company; CEO Atkore International, manufacturer of electrical, safety and infrastructure solutions; VP Eaton Corporation, electrical and automotive supplier

Laura Weil

NO: Founder Village Lane Advisory LLC, specializes in providing executive and strategic consulting services to retailers COO New York & Company, women’s apparel and accessories retailer; CEO Ashley Stewart, women’s apparel retailer; CEO Urban Brands, apparel retailer; COO AnnTaylor Stores, women’s apparel retailer; CFO American Eagle Outfitters, apparel retailer

Audit Committee: Oversee management’s risk assessment processes to identify principal and emerging risks, including financial, IT, cybersecurity and non-HESS operational risks

Laura Weil*: NO

Jason Cahilly: NO

Jeffrey Gearhart: NO

Walmart Corporate Secretary and lawyer

Stuart Subotnick: NO

CEO at Metromedia Company, wireless/communications, until 2010; Carnival director since 1987

Health, Environmental, Safety and Security Committee: Oversee management’s processes to identify principal and emerging health, environmental, safety, security and sustainability-related risks, including those related to ship operations and cybersecurity, RAAS health, environmental, safety, security audits, IAG and external investigations into significant ship incidents, and health, environmental, safety, security-related hotline complaints, and assess the steps management has taken to minimize such risks.

Sir Johathon Band*: NO

Nelda Connors: NO

Helen Deeble: NO

Former CEO P&O Ferries Division Holdings, shipping and logistics business

Katie Lahey: NO

Executive Chair Korn Ferry Australasia, leadership and talent firm

Micky Arison (75%): Exec Chair and former CEO and 7% stockholder

The CEO Pay Ratio

1,063:1

24 retail CEOs made as much in a day as their typical employee earned in a year — and a big one didn't. WHO DO YOU BLAME

The separation of CEO and Chair: Hamilton E. James Chair/Ron Vachris MM

Not unique

Only 50% of the board is men. WTF?

unique

One share = one vote

Not unique

State of HQ = Washington

Also Starbucks

State of Inc = Washington

Also Starbucks

Pledge of allegiance to stakeholders

Costco generally has: Higher wages; Better benefits; Lower turnover; Higher sales per employee.

Industry-leading employee compensation AND Self-imposed low-margin pricing philosophy

Walmart only low-margin pricing

Other comps:

Todd Vasos of Dollar General, Shane O'Kelly of AutoZone, Gerald Morgan of Texas Roadhouse, Jack Sinclair of Sprouts Farmers Market, William Stengel of Genuine Parts Company, Michael Creedon of Dollar Tree, Ronald Sargent of Kroger, Lauren Hobart of Dick's Sporting Goods, Joshua Kobza of Restaurant Brands Inc., Kecia Steelman of Ulta Beauty, Scott Boatwright of Chipotle, Ted Decker of Home Depot, Bob Eddy of BJ's Wholesale Club, Corie Barry of Best Buy, James Conroy of Ross Stores, Chris Turner and David Gibbs of Yum Brands, Chris Kempczinski of McDonald's, Marvin Ellison of Lowe's, Brian Cornell of Target, Ernie Herrman of TJX Companies, Doug McMillon of Walmart, Brian Niccol of Starbucks, Hal Lawton of Tractor Supply Co, Laura Alber of Williams-Sonoma

Figma Gets an Activist Investor. Exhibit A on Why Companies Don’t Want to Go Public. Figma’s first year as a public company hasn’t gone well. Findell Capital Management said it needs to take steps to shed its unwarranted reputation as an artificial-intelligence “loser.” WHO DO YOU BLAME?

Figma founder and CEO Dylan Field:

Owns 10% of shares but 72% of voting power: Class B shares worth 15 votes per share

Dylan owns 158 Class A Shares (or 0.00003556% of 444,278,887)

And Chair

$5B net worth

$865M total summary compensation in 2025; $91M in 2024

Nominating Agreement:

Figma must nominate Dylan Field to be a director and include him in the proxy statement

The company must use its resources to back him up and actively convince other shareholders to vote for him