Knighthead Capital Management, LLC - Jun 28, 2024 Form 4 Insider Report for HERTZ GLOBAL HOLDINGS, INC (HTZ)

Role
10%+ Owner
Signature
Knighthead Capital Management, LLC, By: /s/ Laura Torrado, as General Counsel for Knighthead Capital Management, LLC
Stock symbol
HTZ
Transactions as of
Jun 28, 2024
Transactions value $
$43,504,000
Form type
4
Date filed
7/2/2024, 09:07 PM
Previous filing
Feb 8, 2024

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction HTZ 8.000% Exchangeable Senior Second-Lien Secured PIK Notes Purchase $2.36M $2.36M Jun 28, 2024 Common Stock, $0.01 par value 356K $150.94 See Footnotes F1, F2, F3, F4, F10
transaction HTZ 8.000% Exchangeable Senior Second-Lien Secured PIK Notes Purchase $5.58M $5.58M Jun 28, 2024 Common Stock, $0.01 par value 842K $150.94 See Footnotes F1, F2, F3, F5, F10
transaction HTZ 8.000% Exchangeable Senior Second-Lien Secured PIK Notes Purchase $2.08M $2.08M Jun 28, 2024 Common Stock, $0.01 par value 315K $150.94 See Footnotes F1, F2, F3, F6, F10
transaction HTZ 8.000% Exchangeable Senior Second-Lien Secured PIK Notes Purchase $7.08M $7.08M Jun 28, 2024 Common Stock, $0.01 par value 1.07M $150.94 See Footnotes F1, F2, F3, F7, F10
transaction HTZ 8.000% Exchangeable Senior Second-Lien Secured PIK Notes Purchase $26.4M $26.4M Jun 28, 2024 Common Stock, $0.01 par value 3.98M $150.94 See Footnotes F1, F2, F3, F8, F9, F10
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 The exchange rate of the 8.000% Exchangeable Senior Second-Lien Secured PIK Notes due 2029 (the "Exchangeable Notes") is initially 150.9388 shares of the issuer's Common Stock per $1,000 capitalized principal amount of Exchangeable Notes (equivalent to an initial exchange price of approximately $6.6252 per share of Common Stock). The Company can settle an exchange in common stock, cash, or a combination of cash and common stock, with cash paid in lieu of fractional shares, if applicable.
F2 Prior to April 15, 2029, the Exchangeable Notes will be exchangeable only upon satisfaction of certain conditions and during certain periods, as set forth in the Exchangeable Notes Indenture, dated as of June 28, 2024, among The Hertz Corporation, the guarantors named therein, and Computershare Trust Company, N.A., as trustee and as collateral agent. Thereafter, the Exchangeable Notes will be exchangeable at any time until the close of business on the second scheduled trading day immediately preceding the July 15, 2029 maturity date.
F3 The Exchangeable Notes will mature on July 15, 2029, unless repurchased, redeemed, or exchanged in accordance with their terms prior to maturity.
F4 These Exchangeable Notes are directly held by Knighthead Annuity & Life Assurance Company, for which Knighthead Capital Management, LLC ("Knighthead") serves as investment manager.
F5 These Exchangeable Notes are directly held by Knighthead Distressed Opportunities Fund, LP, for which Knighthead serves as investment manager.
F6 These Exchangeable Notes are directly held by Knighthead (NY) Fund, L.P., for which Knighthead serves as investment manager.
F7 These Exchangeable Notes are directly held by Knighthead Master Fund, LP, for which Knighthead serves as investment manager.
F8 These Exchangeable Notes are directly held by CK Opportunities Fund I, LP. Knighthead Opportunities Capital Management, LLC ("Knighthead Opportunities") and Certares Opportunities LLC ("Certares") serve as investment managers ("Investment Managers") to CK Opportunities Fund I, LP, pursuant to the Investment Management Agreement, effective as of October 21, 2020, by and among each of Knighthead Opportunities, Certares, CK Opportunities Fund I, LP, and CK Opportunities GP, LLC, the general partner of CK Opportunities Fund I, LP.
F9 Investment decisions with respect to securities held by CK Opportunities Fund I, LP are made by an investment committee of the Investment Managers, which committee includes Colin Farmer, Andrew Shannahan, Michael Gregory O'Hara and Thomas Wagner, who are members of the issuer's board of directors, and Ara D. Cohen. The committee is empowered to vote or dispose of the shares on behalf of CK Opportunities Fund I, LP, and as a result, each of Mr. Farmer, Mr. Shannahan, Mr. O'Hara, Mr. Wagner, and Mr. Cohen may be attributed beneficial ownership of the reported securities. Each of Mr. Farmer, Mr. Shannahan, Mr. O'Hara, Mr. Wagner, and Mr. Cohen disclaims beneficial ownership of the reported securities except to the extent of their respective pecuniary interests therein, as applicable.
F10 Each reporting person disclaims beneficial ownership of the reported securities except to the extent of its respective pecuniary interests therein, as applicable.