Page 5 of 9 – SEC Filing CUSIP No. 42806J106 Page 5 of 9 Pages
Item 4. Ownership:
Item 4(a) Amount Beneficially Owned:
As of December 23, 2016, each of Glenview Capital Management and Mr. Robbins may be deemed the beneficial owner of 4,364,904 Shares. This amount consists of: (A) 111,758 Shares held for the account of Glenview Capital Partners; (B) 1,780,099 Shares held for the account of Glenview Capital Master Fund; (C) 883,740 Shares held for the account of Glenview Institutional Partners; (D) 938,610 Shares held for the account of Glenview Offshore Opportunity Master Fund; (E) 650,697 Shares held for the account of Glenview Capital Opportunity Fund. Item 4(b) Percent of Class:
As of December 23, 2016, each of the Reporting Persons may be deemed the beneficial owner of approximately 5.26% of Shares outstanding. (There were 82,966,420 Shares outstanding as of October 31, 2016, according to the Issuer’s quarterly report on Form 10-Q, filed November 8, 2016.) Item 4(c) Number of Shares as to which such person has:
(i) Sole power to vote or direct the vote: 0 (ii) Shared power to vote or direct the vote: 4,364,904 (iii) Sole power to dispose or direct the disposition of: 0 (iv) Shared power to dispose or direct the disposition of: 4,364,904
Item 5. Ownership of Five Percent or Less of a Class:
This Item 5 is not applicable. Item 6. Ownership of More than Five Percent on Behalf of Another Person:
See disclosure in Items 2 and 4 hereof. Certain funds listed in Item 2(a) are known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares covered by this Statement that may be deemed to be beneficially owned by the Reporting Persons. Item 7. Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person:
See disclosure in Item 2 hereof. Item 8. Identification and Classification of Members of the Group:
This Item 8 is not applicable. Item 9. Notice of Dissolution of Group:
This Item 9 is not applicable. Item 10. Certification:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11. Follow Hertz Global Holdings Inc
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| CUSIP No. 42806J106 | Page 5 of 9 Pages |
| Item 4. | Ownership: |
| Item 4(a) | Amount Beneficially Owned: |
As of December 23, 2016, each of Glenview Capital Management and Mr. Robbins may be deemed the beneficial owner of 4,364,904 Shares. This amount consists of: (A) 111,758 Shares held for the account of Glenview Capital Partners; (B) 1,780,099 Shares held for the account of Glenview Capital Master Fund; (C) 883,740 Shares held for the account of Glenview Institutional Partners; (D) 938,610 Shares held for the account of Glenview Offshore Opportunity Master Fund; (E) 650,697 Shares held for the account of Glenview Capital Opportunity Fund.
| Item 4(b) | Percent of Class: |
As of December 23, 2016, each of the Reporting Persons may be deemed the beneficial owner of approximately 5.26% of Shares outstanding. (There were 82,966,420 Shares outstanding as of October 31, 2016, according to the Issuer’s quarterly report on Form 10-Q, filed November 8, 2016.)
| Item 4(c) | Number of Shares as to which such person has: |
| (i) Sole power to vote or direct the vote: | 0 |
| (ii) Shared power to vote or direct the vote: | 4,364,904 |
| (iii) Sole power to dispose or direct the disposition of: | 0 |
| (iv) Shared power to dispose or direct the disposition of: | 4,364,904 |
| Item 5. | Ownership of Five Percent or Less of a Class: |
This Item 5 is not applicable.
| Item 6. | Ownership of More than Five Percent on Behalf of Another Person: |
See disclosure in Items 2 and 4 hereof. Certain funds listed in Item 2(a) are known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the Shares covered by this Statement that may be deemed to be beneficially owned by the Reporting Persons.
| Item 7. | Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person: |
See disclosure in Item 2 hereof.
| Item 8. | Identification and Classification of Members of the Group: |
This Item 8 is not applicable.
| Item 9. | Notice of Dissolution of Group: |
This Item 9 is not applicable.
| Item 10. | Certification: |
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.
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