SEC Form 4 · accession 0000902664-17-004552
AVIS BUDGET GROUP, INC. · CAR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
SRS Investment Management, LLC
10% Owner
Period of report
Dec 8, 2017
Accepted (ET)
Dec 12, 2017 · 8:17 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 Stock, par value $0.01 ("Common Stock")F2,F3 | Dec 8, 2017 | X | 1,376,795 | $39.99 | A | 9,876,795 | I | See footnotes |
| Common StockF2,F3 | Dec 8, 2017 | J | 1,376,795 | $40.56 | D | 8,500,000 | I | See footnotes |
| Common StockF2,F3 | Dec 8, 2017 | X | 1,621,445 | $40.03 | A | 10,121,445 | I | See footnotes |
| Common StockF2,F3 | Dec 8, 2017 | J | 1,621,445 | $40.56 | D | 8,500,000 | I | See footnotes |
| Common StockF2,F3 | Dec 8, 2017 | X | 213,321 | $26.30 | A | 8,713,321 | I | See footnotes |
| Common StockF2,F3 | Dec 8, 2017 | J | 213,321 | $40.56 | D | 8,500,000 | I | See footnotes |
| Common StockF2,F3 | Dec 8, 2017 | X | 288,439 | $26.41 | A | 8,788,439 | I | See footnotes |
| Common StockF2,F3 | Dec 8, 2017 | J | 288,439 | $40.56 | D | 8,500,000 | I | See footnotes |
| Common StockF2,F3 | Dec 8, 2017 | P | 3,500,000 | $40.56 | A | 12,000,000 | I | See footnotes |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Equity Swap (obligation to buy)F1,F2,F3 | $39.99 | Dec 8, 2017 | X | 1 | D | — | Jan 11, 2019 | Common Stock | 1,376,795 | 0 | I |
| Equity Swap (obligation to buy)F1,F2,F3 | $40.03 | Dec 8, 2017 | X | 1 | D | — | Jan 11, 2019 | Common Stock | 1,621,445 | 0 | I |
| Equity Swap (obligation to buy)F1,F2,F3 | $26.30 | Dec 8, 2017 | X | 1 | D | — | Feb 25, 2019 | Common Stock | 213,321 | 1 | I |
| Equity Swap (obligation to buy)F1,F2,F3 | $26.41 | Dec 8, 2017 | X | 1 | D | — | Feb 25, 2019 | Common Stock | 288,439 | 1 | I |
Explanation of responses
- F1Equity swaps settled on December 8, 2017 pursuant to their terms based on the closing price of the Common Stuck on such date. The swaps were exercisable at any time.
- F2SRS Investment Management, LLC, a Delaware limited liability company, ("SRS") serves as investment manager to certain investment funds (the "Funds") and has investment discretion with respect to the securities reported herein which are held by the Funds. SRS Investment Management, LP ("SRS IM"), a Delaware limited partnership, is the managing member of the Investment Manager. SRS Investment Management GP, LLC, a Delaware limited liability company ("SRS IM GP"), is the general partner of SRS IM. Karthik R. Sarma, an Indian citizen ("Mr. Sarma," and together with SRS, the "Reporting Persons") is the managing member and principal of SRS IM GP. In such capacities, Mr. Sarma and the Investment Manager may be deemed to have voting and dispositive power with respect to the shares of Common Stock held for the Funds.
- F3The filing of this statement shall not be deemed an admission that any of the Reporting Persons is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. Each of the Reporting Persons expressly disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein.