Norwegian Cruise Line Holdings Ltd

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Annual General Meeting and voting in person. If your shares are held in street name through a bank, broker or other nominee, you may change any previous voting instructions by submitting new voting instructions to the bank, broker or nominee holding your shares by the deadline specified on the Notice of Internet Availability or voting instruction form or by attending the Annual

General Meeting and voting in person if you have obtained a legal proxy from the bank, broker or nominee giving you the right to vote the shares at the Annual General Meeting. Attendance at the Annual General Meeting will not by itself constitute a revocation of any proxy or voting instructions.

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Who can help answer my questions?

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If you have any questions or require any assistance with voting your shares, please contact our proxy solicitor:

Innisfree M&A Incorporated

501 Madison Avenue, 20th Floor

New York, NY 10022

Stockholders may call toll-free: (888) 750-5834

Banks and Brokers may call collect: (212) 750-5833

Presentation of Financial Statements

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In accordance with the Bermuda Companies Act 1981, as amended, and bye-law 76 of our Company, our Company’s audited financial statements for the year ended December 31, 2023 will be presented at the

Annual General Meeting. Our Board has approved these statements. There is no requirement under Bermuda law that these statements be approved by shareholders, and no such approval will be sought at the meeting.

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Terms Used in this Proxy Statement

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Unless otherwise indicated or the context otherwise requires, references in this Proxy Statement to (i) “Prestige” refers to Prestige Cruises International Ltd. and its consolidated subsidiaries, (ii) “Acquisition” refers to our acquisition of Prestige in November 2014, (iii) “Norwegian” or “NCL” refers to the Norwegian Cruise Line brand, (iv) “Oceania Cruises” or “OCI” refers to the Oceania Cruises brand, (v) and “Regent” or “RSSC” refers to the Regent Seven Seas Cruises brand, (vi) “Classification Society” refers to the American Bureau of Shipping, Nippon Kaiji Kyokai, Germanischer Lloyd, Lloyd’s Register of Shipping, Bureau Verita, Det Norske Veritas or another internationally recognized classification society, (vii) “Adjusted Net Cruise Cost Excluding Fuel” refers to a non-GAAP financial metric calculated in the same manner as Adjusted Net Cruise Cost Excluding Fuel presented in our Annual and Quarterly Reports on Form 10-K/Q, (viii) “Adjusted EBITDA” refers to a non-GAAP metric calculated in the same manner as Adjusted EBITDA presented in our Annual and Quarterly Reports on Form 10-K/Q. In connection with our short-term incentives, Adjusted EBITDA results are further adjusted for: (a) fuel rates,

(b) foreign exchange rates, (c) acquisitions, and (d) other one-time adjustments in our Compensation Committee’s discretion, (ix) “Adjusted EPS” refers to a non-GAAP metric calculated in the same manner as Adjusted EPS presented in our Annual and Quarterly Reports on Form 10-K/Q. In connection with our long-term incentives, Adjusted EPS results are further adjusted for: (a) fuel rates, (b) foreign exchange rates, (c) acquisitions, and (d) other one-time adjustments in our Compensation Committee’s discretion, (x) “Capacity” or “Capacity Days” refers to berths available for sale multiplied by the number of cruise days for the period for ships in service and (xi) “Adjusted ROIC” refers to a non-GAAP metric calculated in the same manner as Adjusted ROIC presented in our Annual and Quarterly Reports on Form 10-K/Q. In connection with our long-term incentives, Adjusted ROIC results are further adjusted for: (a) fuel rates, (b) foreign exchange rates, (c) acquisitions, (d) newly ordered vessels, and (e) other one-time adjustments in our Compensation Committee’s discretion. See “Appendix B — Non-GAAP Financial Measures and Reconciliations” for further information regarding the non-GAAP metrics discussed above.

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