SEC Form 4 · accession 0001140361-17-000307
HERTZ GLOBAL HOLDINGS, INC · HTZ
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John P Tague
Officer — President and CEO · Director
Period of report
Jan 2, 2017
Accepted (ET)
Jan 4, 2017 · 1:31 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001657853
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF4 | Jan 2, 2017 | M | 60,174 | — | A | 100,214 | D | |
| Common StockF1 | Jan 2, 2017 | F | 18,754 | $21.56 | D | 81,460 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Options (right to purchase)F2,F3 | $90.16 | Jan 2, 2017 | A | 126,168 | A | — | — | Common Stock | 126,168 | 126,168 | D |
| Performance Stock UnitsF4,F3 | — | Jan 2, 2017 | M | 60,174 | D | — | — | Common Stock | 60,174 | 0 | D |
Explanation of responses
- F1Shares withheld to pay tax liabilities incident to the vesting of Performance Stock Units.
- F2On November 21, 2014, the Reporting Person was issued: (1) an option to acquire 126,168 shares of common stock of the Issuer that vested on December 31, 2015; and (2) an option to acquire 126,168 shares of common stock of the Issuer (the "performance options") that were scheduled to vest on December 31, 2017, subject to the satisfaction of revenue efficiency metrics in respect of the period from 2015-2017 to be developed by the Compensation Committee of the Board with input from the Reporting Person, and the Reporting Person continued employment on the vesting date, which will expire no later than June 30, 2020. The number of shares of common stock reported in this row has been adjusted in accordance with the Issuer's Separation and Distribution Agreement.
- F3On January 2, 2017, the performance options and Performance Stock Units vested pursuant to the Separation Agreement between the Issuer and the Reporting Person.
- F4Each Performance Stock Unit represents a contingent right to receive one share of HTZ common stock. The Performance Stock Units were initially granted in 2015 and scheduled to vest on December 31, 2017 subject to the satisfaction of revenue efficiency metrics developed by the Compensation Committee of the Board in respect of the period from 2015 - 2017, and the Reporting Person's continued employment through the vesting date. The number of shares common stock reported in this row has been adjusted in accordance with the Issuer's Separation and Distribution Agreement.