0001140361-12-015257.txt : 20120313 0001140361-12-015257.hdr.sgml : 20120313 20120313171212 ACCESSION NUMBER: 0001140361-12-015257 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120229 FILED AS OF DATE: 20120313 DATE AS OF CHANGE: 20120313 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: 12687859 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 X0304 4 2012-02-29 0 0001364479 HERTZ GLOBAL HOLDINGS INC HTZ 0000070858 BANK OF AMERICA CORP /DE/ BANK OF AMERICA CORPORATE CENTER 100 N TRYON ST CHARLOTTE NC 28255 1 0 1 0 Common Stock 2012-02-29 4 A 0 1460 0 A 29896909 I See Footnotes 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. 1,460 shares were granted to 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 Merrill Lynch Group Inc. ("ML Group"), as assignee of compensation payable to Angel Morales for service as a director of the Issuer. 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 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. 71,618 shares are owned directly by MLGPE Inc. 31,708 shares are owned by Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPFS"). 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 Amended and Restated Stockholders Agreement dated November 20, 2006, (as it may be amended from time to time, the "Stockholders Agreement"), 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 and following the secondary offering completed on March 31, 2011, MLGPE currently has the right to designate one member to the board of directors of the issuer. /s/ Margaret E. Nelson, Authorized Signatory for Bank of America 2012-03-13