UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION 

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) June 18, 2020

HERTZ GLOBAL HOLDINGS, INC.

THE HERTZ CORPORATION

(Exact name of registrant as specified in its charter)

8501 Williams Road

Estero, Florida 33928

239 301-7000

(Address, including Zip Code, and
telephone number, including area code,
of registrant's principal executive offices)

Not Applicable

Not Applicable

(Former name, former address and
former fiscal year, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

As previously disclosed, on June 12, 2020, the United States Bankruptcy Court for the District of Delaware granted the motion of Hertz Global Holdings, Inc. (the “Company”) for authority to enter into an Offer and Sale Agreement and to sell shares of its common stock, par value $0.01 per share (the “Common Stock”). Also as previously disclosed, the Company commenced an “at the market” offering of up to $500 million of its Common Stock after the filing on June 15, 2020, of a prospectus supplement (the “Prospectus Supplement”) under its effective shelf registration statement on Form S-3 (File No. 333-231878) (the “ATM Program”).

In the afternoon on June 15, 2020, the Staff (the “Staff”) of the Securities and Exchange Commission’s Division of Corporation Finance verbally notified the Company that the Staff was reviewing the Prospectus Supplement. Promptly thereafter, the Company suspended all sales of Common Stock under the ATM Program.

Effective June 18, 2020, the Finance Committee of the Board of Directors determined that it was in the best interests of the Company to terminate the ATM Program and directed that the ATM Program be terminated.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.