SEC Form 4 · accession 0000723612-15-000038
AVIS BUDGET GROUP, INC. · CAR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ronald L Nelson
Officer — Chariman, CEO and President · Director
Period of report
Jan 28, 2015
Accepted (ET)
Jan 29, 2015 · 5:16 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000723612
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 28, 2015 | M | 121,127 | $0.00 | A | 890,426 | D | |
| Common Stock | Jan 28, 2015 | F | 62,805 | $59.06 | D | 827,621 | D | |
| Common StockF3 | holding | — | — | — | 15,472 | I | By trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 2012 Performance Based Restricted Stock UnitsF1,F4,F5 | $0.00 | Jan 28, 2015 | M | 121,127 | D | — | — | Common Stock | 121,127 | 0 | D |
Explanation of responses
- F1Represents restricted stock units which automatically convert to Common Stock upon the vesting of such units on a one-to-one basis.
- F2Represents tax withholdings in connection with the vesting of 121,127 shares of restricted stock units.
- F3Securities are held by a family trust. Mr. Nelson's wife is a trustee of the trust. Mr. Nelson disclaims beneficial ownership of the securities held by the trust, and the filing of this report is not an admission that Mr. Nelson is the beneficial owner of the securities for purposes of Section 16 or for any other purpose.
- F4The award will vest based on total shareholder return ("TSR") to the Company's shareholders during the performance period beginning August 3, 2012 and ending January 27, 2015. The number of units that will vest will be based on the Company's relative TSR compared to the TSR of the Russell 2000 Index, using the 90 day trading average before the start and end of the performance period. 121,127 units will vest if the Company's TSR is at or above the 75th percentile of the index; 80,751 units if the Company's TSR is at or above the median of the index; 40,376 units if the Company's TSR is at or above the 35th percentile of the index; 20,188 units if the Company's TSR is at or above the 25th percentile of the index. The actual number of units that vest, based on the Company's TSR relative to the TSR of the index, shall be determined on a pro rata basis using straight line interpolation.
- F5Expiration date not applicable.