Norwegian Cruise Line Holdings Ltd

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DIRECTOR COMPENSATION

Director Compensation Program

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Our Board is focused on attracting and retaining members with the expertise, background and experience needed to lead our Company. Under our Directors’ Compensation Policy, each member of our Board who was not employed by us was entitled to receive the following cash compensation for their role on the Board, committees or oversight roles during 2024, as applicable:

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(1)

Chairperson of each committee is not eligible.

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All annual retainers were pro-rated for partial years of service and payable in four quarterly installments. Each of our directors was also reimbursed for reasonable out-of-pocket expenses for attendance at Board and committee meetings.

Our directors had the right to elect to receive their $100,000 annual cash retainers in the form of a restricted share unit (“RSU”) award in lieu of cash. Any such RSU award was automatically granted on the first business day of 2024 and vested in one installment on the first business day of 2025. In addition, each

director was entitled to receive an annual RSU award on the first business day of 2024 valued at $200,000 on the date of the award. Each director’s annual RSU award vested in one installment on the first business day of the calendar year following the year the award was granted. Each director’s annual RSU award would have been pro-rated if the director joined our Board after the first business day of the given year.

To enhance their understanding of our products, each director was invited to take one cruise with a guest of their choice on one of our Company’s brands annually. The director was responsible for taxes and certain fees and any onboard spending. Board members also have a cruise retirement benefit that allows non-employee directors who serve on the Board for nine or more years to receive certain cruise benefits post-retirement.

Mr. Sommer, as an employee of our Company, was not entitled to receive any additional fees for his services as a director.

Following consultation with our Compensation Committee’s independent compensation consultant, Korn Ferry, and to facilitate our Board’s mission of attracting and retaining highly skilled directors, our Board determined it was appropriate to make the following changes to our Directors’ Compensation Policy effective January 1, 2025: increase the annual Chairperson retainer to $225,000, as our new Chairperson, Ms. Stella David, had to forfeit compensation from a third party to assume the role.

The following table presents information on compensation to the following individuals for the services provided as a director during the year ended December 31, 2024.

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2025 Proxy Statement /29​