0001657853-21-000054.txt : 20210702 0001657853-21-000054.hdr.sgml : 20210702 20210702162817 ACCESSION NUMBER: 0001657853-21-000054 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20210630 FILED AS OF DATE: 20210702 DATE AS OF CHANGE: 20210702 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NINIVAGGI DANIEL A CENTRAL INDEX KEY: 0001257599 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37665 FILM NUMBER: 211070531 MAIL ADDRESS: STREET 1: C/O ICAHN ENTERPRISES L.P. STREET 2: 767 FIFTH AVENUE, SUITE 4600 CITY: NEW YORK STATE: NY ZIP: 10153 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HERTZ GLOBAL HOLDINGS, INC CENTRAL INDEX KEY: 0001657853 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AUTO RENTAL & LEASING (NO DRIVERS) [7510] IRS NUMBER: 611770902 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 8501 WILLIAMS ROAD STREET 2: 3RD FLOOR CITY: ESTERO STATE: FL ZIP: 33928 BUSINESS PHONE: (239) 301-7000 MAIL ADDRESS: STREET 1: 8501 WILLIAMS ROAD STREET 2: 3RD FLOOR CITY: ESTERO STATE: FL ZIP: 33928 FORMER COMPANY: FORMER CONFORMED NAME: Hertz Rental Car Holding Company, Inc. DATE OF NAME CHANGE: 20151109 4 1 wf-form4_162525768107987.xml FORM 4 X0306 4 2021-06-30 1 0001657853 HERTZ GLOBAL HOLDINGS, INC HTZGQ 0001257599 NINIVAGGI DANIEL A HERTZ GLOBAL HOLDINGS, INC. 8501 WILLIAMS ROAD ESTERO FL 33928 1 0 0 0 Common Stock 2021-06-30 4 M 0 8825 0 A 26313 D Common Stock 2021-06-30 4 D 0 26313 0 D 0 D New Common Stock 2021-06-30 4 A 0 2380 0 A 2380 D Phantom Stock 2021-06-30 4 M 0 8825 0 D Common Stock 8825.0 0 D Warrant (right to buy) 13.8 2021-06-30 4 A 0 16979 0 A 2021-06-30 2050-06-30 New Common Stock 0.0 16979 D On June 30, 2021, the Reporting Person's phantom shares previously reported in Table II converted to Old Common Stock (defined below) due to a change in control. On May 22, 2020, Hertz Global Holdings, Inc. (the "Issuer") and certain of its U.S. subsidiaries, (collectively, with the Issuer, the "Debtors"), filed voluntary petitions in the United States Bankruptcy Court for the District of Delaware (the "Bankruptcy Court") seeking relief under the provisions of Chapter 11 of Title 11 of the United States Bankruptcy Code. On June 10, 2021, the Bankruptcy Court entered an order confirming the Debtors' Second Modified Third Amended Joint Chapter 11 Plan of Reorganization (as amended, modified or supplemented from time to time, the "Plan"), and on June 30, 2021 (the "Effective Date"), the Plan became effective pursuant to its terms and the Debtors emerged from bankruptcy. On the Effective Date, all of the Company's previously outstanding shares of common stock ("Old Common Stock"), including options, warrants, rights, restricted stock units or other securities or agreements to acquire such common stock, were cancelled and extinguished pursuant to the Plan. Pursuant to the terms of the Plan, on the Effective Date all holders of the Old Common Stock received, in the aggregate, (i) $1.53 per share; and (ii) their pro rata share of common stock ("New Common Stock") representing 3% of the shares of the reorganized Company (subject to dilution for warrants and a new management incentive plan). Each share of Phantom Stock is the economic equivalent of one share of Old Common Stock. Shares of Old Common Stock underlying the shares of Phantom Stock credited to the Reporting Person's account were issued to the Reporting Person due to a change of control. Pursuant to the terms of the Plan, on the Effective Date, certain holders, including the Reporting Person, received a distribution of 30-year warrants for 18% of the shares of New Common Stock of the reorganized Company (subject to dilution by the issuance of shares pursuant to a new management incentive plan) with an exercise price based on a total equity value of $6.5 billion. The 30-year warrants expire on June 30, 2051. For technical reasons, this Form 4 displays a date of June 30, 2050, which should be read as June 30, 2051. The Reporting Person resigned as a director of the Issuer effective June 30, 2021. As a result, the Reporting Person is no longer subject to Section 16 in connection with transactions in the securities of the Company and therefore will no longer report any such transactions on Form 4 and Form 5. Matthew Potalivo, by Power of Attorney on behalf of Daniel A. Ninivaggi 2021-07-02