SEC Form 4 · accession 0000902664-19-001295

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

Feb 22, 2019

Accepted (ET)

Feb 26, 2019 · 2:00 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	Feb 22, 2019	X	3,500	$40.00	A	12,003,500	I	See footnotes
Common Stock^F2,F3	Feb 22, 2019	J	3,500	$35.33	D	12,000,000	I	See footnotes
Common Stock^F2,F3	Feb 22, 2019	X	1,070,300	$25.00	A	13,070,300	I	See footnotes
Common Stock^F2,F3	Feb 22, 2019	J	1,070,300	$35.33	D	12,000,000	I	See footnotes
Common Stock^F2,F3	Feb 22, 2019	X	1,122,700	$30.00	A	13,122,700	I	See footnotes
Common Stock^F2,F3	Feb 22, 2019	J	1,122,700	$35.33	D	12,000,000	I	See footnotes
Common Stock^F2,F3	Feb 22, 2019	X	1,588,800	$26.40	A	13,588,800	I	See footnotes
Common Stock^F2,F3	Feb 22, 2019	J	1,588,800	$35.33	D	12,000,000	I	See footnotes
Common Stock^F2,F3	Feb 22, 2019	X	400,000	$26.41	A	12,400,000	I	See footnotes
Common Stock^F2,F3	Feb 22, 2019	J	400,000	$35.33	D	12,000,000	I	See footnotes
Common Stock^F2,F3	Feb 22, 2019	P	4,189,300	$35.33	A	16,189,300	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	$40.00	Feb 22, 2019	X	1	D	—	Jan 19, 2021	Common Stock	3,500	0	I
Equity Swap (obligation to buy)^F1,F2,F3	$25.00	Feb 22, 2019	X	1	D	—	Jan 21, 2020	Common Stock	1,070,300	0	I
Equity Swap (obligation to buy)^F1,F2,F3	$30.00	Feb 22, 2019	X	1	D	—	Jan 21, 2020	Common Stock	1,122,700	0	I
Equity Swap (obligation to buy)^F1,F2,F3	$26.40	Feb 22, 2019	X	1	D	—	Dec 18, 2019	Common Stock	1,588,800	0	I
Equity Swap (obligation to buy)^F1,F2,F3	$26.41	Feb 22, 2019	X	1	D	—	Feb 25, 2019	Common Stock	400,000	0	I
Equity Swap (obligation to buy)^F4,F2,F3	—	holding	—	—	—	—	—	Common Stock	8,810,700	8,810,700	I

Explanation of responses

F1Equity swaps settled on February 22, 2019 pursuant to their terms based on the closing price of the Common Stock 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.
F4The Reporting Persons' aggregate swap position references a total of 8,810,700 shares of Common Stock. The reference prices of the equity swaps range from $23.52 to $40.00. The swaps shall continue until terminated as elected by the parties, and have an initial reference maturity date of March 6, 2023.