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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) October 19, 2020 (October 13, 2020)
HERTZ GLOBAL HOLDINGS, INC.
THE HERTZ CORPORATION
(Exact name of registrant as specified in its charter)
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Delaware | | 001-37665 | | | | 61-1770902 |
Delaware | | 001-07541 | | | | 13-1938568 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | | | (I.R.S. Employer Identification No.) |
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| | 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) | | | | |
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| | 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))
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Securities registered pursuant to Section 12(b) of the Act: | | | | | | | |
| | Title of Each Class | | | Trading Symbol(s) | | Name of Each Exchange on which Registered |
Hertz Global Holdings, Inc. | | Common Stock | par value $0.01 per share | | HTZ | | New York Stock Exchange |
The Hertz Corporation | | None | | | None | | None |
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. o
ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS.
On October 13, 2020, the Boards of Directors of Hertz Global Holdings, Inc. (“HGH”) and The Hertz Corporation (“Hertz”) (collectively, the “Company”) appointed Alexandra D. Brooks, Senior Vice President, Internal Audit of the Company, to serve as Senior Vice President and Chief Accounting Officer of the Company, effective November 1, 2020 (the “Effective Date”). Her appointment follows the resignation of R. Eric Esper from his position as Senior Vice President and Chief Accounting Officer of the Company on the Effective Date.
Ms. Brooks, 50, has served as Senior Vice President, Internal Audit from June 2020 to October 2020. Prior to joining the Company, Ms. Brooks was the Vice President, Internal Audit at Aptiv PLC (“Aptiv”), a global technology company, beginning May 2015. Before joining Aptiv, Ms. Brooks was the Chief Financial Officer for Champion Windows and Home Exteriors, a home improvement company, from 2013 to 2015. Prior to that, Ms. Brooks was in a variety of leadership roles at the General Electric Company, including Global Controller for the Aviation segment, Executive Technical Advisor to the Corporate Audit Staff, and Global Controller for the Plastics division. Ms. Brooks also worked at the General Motors Company in a variety of finance and accounting roles. She began her career with Pricewaterhouse Coopers. She is a Certified Public Accountant with a Master of Business Administration from Wayne State University and a Bachelor of Science in accounting from the University of Rhode Island.
In connection with Ms. Brooks’ promotion, her annual base salary was increased to $420,000 and her annual bonus target under the Company’s annual bonus plan was set at 55% of her annual base salary, in each case, effective on the Effective Date. In addition, Ms. Brooks will receive $50,000 to cover expenses in connection with her relocation to the Company’s headquarters in Estero, Florida.
The selection of Ms. Brooks to serve as Senior Vice President and Chief Accounting Officer was not pursuant to any arrangement or understanding with respect to any other person. There are no family relationships between Ms. Brooks and any director or executive officer of the Company, and there are no transactions between Ms. Brooks and the Company that would be required to be reported under Item 404(a) of Regulation S-K.
ITEM 7.01 REGULATION FD DISCLOSURE.
On October 19, 2020, the Company issued a press release announcing the appointment of Ms. Brooks as Senior Vice President and Chief Accounting Officer of the Company. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
The information contained in Exhibit 99.1 shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.
ITEM 9.01 EXHIBITS.
(d) Exhibits.
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Exhibit Number | | Description |
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99.1 | | |
101.1 | | Pursuant to Rule 406 of Regulation S-T, the cover page to this Current Report on Form 8-K is formatted in Inline XBRL |
104.1 | | Cover page interactive data file (embedded within the Inline XBRL document)
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SIGNATURES
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.
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| HERTZ GLOBAL HOLDINGS, INC. THE HERTZ CORPORATION | |
| (each, a Registrant) | |
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| By: | /s/ M. David Galainena |
| Name: | M. David Galainena |
| Title: | Executive Vice President, General Counsel and Secretary |
Date: October 19, 2020
DocumentExhibit 99.1
Hertz Announces New Chief Accounting Officer
ESTERO, Fla., October 19, 2020 – Hertz Global Holdings, Inc., (NYSE: HTZ), a global leader in car rental, today announced that Alexandra (Alex) Brooks has been appointed to Senior Vice President and Chief Accounting Officer, effective November 1, 2020. Ms. Brooks will oversee the company’s global accounting operations, financial shared services, tax and risk management.
Ms. Brooks previously had served as Senior Vice President, Internal Audit at Hertz since June 2020. She has more than 25 years of experience in finance, accounting and audit. Prior to joining Hertz, Ms. Brooks was Vice President, Internal Audit at Aptiv PLC, a global technology company, and before that was the Chief Financial Officer for Champion Windows and Home Exteriors, a home improvement company. She has also held a variety of leadership roles at the General Electric Company, including Global Controller for the Aviation segment, Executive Technical Advisor to the Corporate Audit Staff and Global Controller for the Plastics division. Additionally, Ms. Brooks worked at the General Motors Company in a variety of finance and accounting roles and began her career with Pricewaterhouse Coopers.
Ms. Brooks is a Certified Public Accountant with an MBA from Wayne State University and a Bachelor of Science in accounting from the University of Rhode Island.
“In a short time, Alex has made significant contributions to Hertz,” said Kenny Cheung, Executive Vice President and Chief Financial Officer. “I know her leadership and extensive accounting, finance and audit experience will continue to serve Hertz well as we further progress our efforts to ensure a strong future for the company.”
About Hertz
The Hertz Corporation, a subsidiary of Hertz Global Holdings, Inc., operates the Hertz, Dollar and Thrifty vehicle rental brands throughout North America, Europe, the Caribbean, Latin American, Africa, the Middle East, Asia, Australia and New Zealand. The Hertz Corporation is one of the largest worldwide vehicle rental companies, and the Hertz brand is one of the most recognized globally. Additionally, The Hertz Corporation owns the vehicle leasing and fleet management leader Donlen Corporation, operates the Firefly vehicle rental brand and Hertz 24/7 car sharing business in international markets and sells vehicles through Hertz Car Sales. For more information about The Hertz Corporation, visit www.hertz.com.
For further information:
Hertz Media Relations
mediarelations@hertz.com