0001140361-11-031947.txt : 20110608
0001140361-11-031947.hdr.sgml : 20110607
20110608162613
ACCESSION NUMBER: 0001140361-11-031947
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20110512
FILED AS OF DATE: 20110608
DATE AS OF CHANGE: 20110608
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: HERTZ GLOBAL HOLDINGS INC
CENTRAL INDEX KEY: 0001364479
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-AUTO RENTAL & LEASING (NO DRIVERS) [7510]
IRS NUMBER: 203530539
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 225 BRAE BOULEVARD
CITY: PARK RIDGE
STATE: NJ
ZIP: 07656
BUSINESS PHONE: 201-307-2000
MAIL ADDRESS:
STREET 1: 225 BRAE BOULEVARD
CITY: PARK RIDGE
STATE: NJ
ZIP: 07656
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BANK OF AMERICA CORP /DE/
CENTRAL INDEX KEY: 0000070858
STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33139
FILM NUMBER: 11901207
BUSINESS ADDRESS:
STREET 1: BANK OF AMERICA CORPORATE CENTER
STREET 2: 100 N TRYON ST
CITY: CHARLOTTE
STATE: NC
ZIP: 28255
BUSINESS PHONE: 7043868486
MAIL ADDRESS:
STREET 1: BANK OF AMERICA CORPORATE CENTER
STREET 2: 100 N TRYON ST
CITY: CHARLOTTE
STATE: NC
ZIP: 28255
FORMER NAME:
FORMER CONFORMED NAME: BANKAMERICA CORP/DE/
DATE OF NAME CHANGE: 19981022
FORMER NAME:
FORMER CONFORMED NAME: NATIONSBANK CORP
DATE OF NAME CHANGE: 19920703
FORMER NAME:
FORMER CONFORMED NAME: NCNB CORP
DATE OF NAME CHANGE: 19920107
4
1
doc1.xml
FORM 4
X0303
4
2011-05-12
0
0001364479
HERTZ GLOBAL HOLDINGS INC
HTZ
0000070858
BANK OF AMERICA CORP /DE/
100 N TRYON ST
CHARLOTTE
NC
28255
1
0
1
0
Common Stock
2011-05-12
4
S
0
105
16.76
D
29884437
I
By Subsidiary
Common Stock
2011-05-13
4
P
0
105
16.4215
A
29884542
I
By Subsidiary
Common Stock
2011-05-20
4
P
0
181
16.0364
A
29884723
I
By Subsidiary
Common Stock
2011-05-23
4
S
0
7
15.59
D
29884716
I
By Subsidiary
Common Stock
2011-05-23
4
S
0
174
15.5901
D
29884542
I
By Subsidiary
Common Stock
2011-05-26
4
A
0
7380
0
A
29891922
I
By Subsidiary
This Form 4 is being filed by Bank of America Corporation ("BAC" or the "Reporting Person"), a Delaware corporation and bank holding company registered under the Bank Holding Company Act of 1956, on behalf of its subsidiaries.
Transaction executed by the error correction section of Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPFS"), a broker-dealer and subsidiary of BAC, to correct errors made in connection with agency brokerage trades made on behalf of clients of MLPFS.
In connection with this transaction, BAC has agreed to voluntarily remit appropriate profits, if any, to Hertz Global Holdings, Inc. BAC disclaims such transaction is subject to reporting under Section 16(a) or disgorgement under Section 16(b), and this report shall not be deemed an admission that those sections apply to such transaction.
24,481,476 shares are owned directly by ML Global Private Equity Fund, L.P. ("MLGPE"). MLGPE Ltd. is the general partner of MLGPE and is a wholly owned subsidiary of ML Global Private Equity Partners, L.P. ("MLGPEP"), the general partner of which is Merrill Lynch GP, Inc. ("ML GP"), which is a wholly owned subsidiary of Merrill Lynch Group Inc. ("ML Group"), which is a wholly owned subsidiary of Merrill Lynch & Co., Inc. ("ML&Co."), which is a wholly owned subsidiary of BAC. MLGPE Ltd., as the general partner of MLGPE, has decision-making power over the voting and disposition of shares of portfolio investments of MLGPE, including MLGPE's investment in the Issuer. However, the consent of MLGPEP is expressly required in connection with any such vote or disposition. In turn, action by MLGPEP with respect to investment matters requires the consent of MLGPEP's investment committee as well as its general partner, ML GP.
2,949,860 shares are owned directly by Merrill Lynch Ventures L.P. 2001 ("MLV LP"), a limited partnership whose general partner is Merrill Lynch Ventures, L.L.C. ("MLV LLC"), a wholly owned subsidiary of ML Group, which is a wholly owned subsidiary of ML&Co.
2,362,247 shares are owned directly by ML Hertz Co-Investor, L.P. ("Hertz Co-Investor LP"), a limited partnership whose general partner is ML Hertz Co-Investor GP, L.L.C. ("Hertz Co-Investor LLC"), whose sole managing member is MLGPE.
59,251 shares are owned directly by Merrill Lynch Global Private Equity, Inc. ("MLGPE Inc"), which is a wholly owned subsidiary of ML IBK Positions, Inc., which is a wholly owned subsidiary of ML Group. From December 2005 through November 30, 2009, 45,560 shares granted as compensation for director service were assigned to MLGPE. On November 30, 2009, MLGPE assigned those shares to MLGPE Inc. Between November 30, 2009 and May 25, 2011, an additional 13,691 shares granted as compensation for director service were assigned directly to MLGPE Inc. Form 4s filed from November 30, 2009 through the date hereof, while reporting the correct number of shares held indirectly by BAC, erroneously attributed the shares granted as compensation for director service to MLGPE.
31,603 shares are owned by MLPFS.
31,708 shares are owned by MLPFS.
31,889 shares are owned by MLPFS.
31,882 shares are owned by MLPFS.
7,380 shares were granted to MLGPE Inc as assignee of compensation payable to Angel Morales for service as a director of the Issuer. Mr. Morales is employed by the investment advisor to MLGPE, Inc.
66,631 shares are owned directly by MLGPE Inc.
Each of BAC, ML&Co., MLGPE, MLGPE Ltd., MLGPEP, ML GP, ML Group, MLV LP, MLV LLC, Hertz Co-Investor LP, Hertz Co-Investor LLC, MLPFS and MLGPE Inc (collectively, the "Reporting Persons") disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein.
Pursuant to the Shareholders Agreement dated December 21, 2005, as may be amended from time to time, among Clayton, Dubilier & Rice Fund VII, L.P., CDR CCMG Co-Investor L.P., CD&R Parallel Fund VII, L.P., Carlyle Partners IV, L.P., CP IV Coinvestment L.P., CEP II U.S. Investments, L.P., CEP II Participations S.a.r.l, MLGPE, MLV LP, CMC-Hertz Partners, L.P. and Hertz Co-Investor LP, MLGPE has the right to designate two members to the board of directors of the Issuer. Each of the Reporting Persons other than MLGPE disclaims its possible status as director of the Issuer.
/s/ Margaret E. Nelson, Authorized Signatory for Bank of America
2011-06-08