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Filing Details

Accession Number:: 0001181431-13-027235
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2013-05-13 12:15:06
Reporting Period:: 2013-05-09

Filing Date:: 2013-05-13
Accepted Time:: 2013-05-13 12:15:06
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1364479	Hertz Global Holdings Inc	HTZ	Services-Auto Rental & Leasing (No Drivers) (7510)	203530539

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
70858	Bank Of America Corp /De/	Bank Of America Corporate Center 100 N Tryon St. Charlotte NC 28255		No	No	No	Yes

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2013-05-09	1,104,482	$24.72	0	No	4	S	Indirect	See Footnotes
Common Stock	Disposition	2013-05-09	5,522,404	$24.72	0	No	4	S	Indirect	See Footnotes

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Indirect	See Footnotes
No	4	S	Indirect	See Footnotes

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	96,741	Indirect	See Footnotes
Common Stock	19,433	Indirect	See Footnotes

Footnotes

Represents shares of common stock of Hertz Global Holdings Inc. (the "Issuer") sold in a secondary offering (the "Offering") pursuant to that certain Underwriting Agreement, by and among the Issuer, Goldman, Sachs & Co. and J.P. Morgan, as underwriters, and Merrill Lynch Ventures L.P. 2001 ("MLV LP"), CMC-Hertz Partners, L.P. ("CMC LP"), Clayton, Dubilier & Rice Fund VII, L.P., CDR CCMG Co-Investor L.P., CD&R Parallel Fund VII, L.P., Carlyle Partners IV, L.P., CEP II U.S. Investments, L.P., CP IV Coinvestment, L.P. and CEP II Participations S.a r.l. SICAR, dated as of May 6, 2013.
Bank of America Corporation ("Bank of America") disclaims that such transactions are matchable with any transactions that are subject to reporting under Section 16(a) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or disgorgement under Section 16(b) of the Exchange Act, and this report shall not be deemed an admission that those sections apply to such transactions.
Each of Bank of America, Merrill Lynch & Co., Inc. ("Merrill Lynch"), Merrill Lynch Group, Inc. ("ML Group"), ML IBK Positions, Inc. ("ML IBK"), Merrill Lynch Global Private Equity, Inc. ("MLGPE Inc."), Merrill Lynch GP Inc. ("ML GP"), ML Global Private Equity Partners, L.P. ("MLGPEP"), MLGPE Ltd., ML Global Private Equity Fund, L.P. ("MLGPE"), Merrill Lynch Ventures, LLC ("MLV LLC"), MLV LP, Merrill Lynch, Pierce, Fenner & Smith Incorporated ("MLPFS"), CMC-Hertz General Partner, L.L.C. ("CMC GP") and CMC LP expressly disclaims beneficial ownership of these securities except to the extent of its pecuniary interest therein.
Pursuant to the Amended and Restated Stockholders' Agreement, dated November 20, 2006, as it may be amended from time to time (the "Stockholders' Agreement"), among Clayton, Dubilier & Rice Fund VII, L.P., CDR CCMG Co-Investor L.P., CD&R Parallel Fund VII, L.P., Carlyle Partners IV, L.P., CP IV Coinvestment L.P., CEP II U.S. Investments, L.P., CEP II Participations S.a r.l., SICAR, MLGPE, MLV LP, CMC LP and Hertz Co-Investor LP, MLGPE had the right to designate one member to the board of directors of the Issuer until March 12, 2013. Following the secondary offering completed on March 12, 2013, MLGPE no longer has the right under the Stockholders' Agreement to designate a member to the Issuer's board of directors. Angel Morales, a director of the Issuer who was designated by MLGPE, although still serving on the Issuer's board of directors, ceased to be the designee of MLGPE upon completion of such secondary offering.
Represents shares held directly by MLV LP, a limited partnership whose general partner is MLV LLC, a wholly owned subsidiary of ML Group, which is a wholly owned subsidiary of Merrill Lynch, which is a wholly owned subsidiary of Bank of America.
Represents shares held directly by CMC LP. CMC GP is the sole general partner of CMC LP and may be deemed to beneficially own the shares directly owned by CMC LP. MLGPE is a member of CMC GP. MLGPE Ltd. is the general partner of MLGPE and is a wholly owned subsidiary of MLGPEP, the general partner of which is ML GP, which is a wholly owned subsidiary of ML Group. Bank of America may therefore be deemed to beneficially own the shares directly owned by CMC LP.
Represents shares held directly by MLGPE Inc., which is a wholly owned subsidiary of ML IBK, which is a wholly owned subsidiary of ML Group.
Represents shares held directly by MLPFS, a wholly owned subsidiary of Merrill Lynch.