Pentwater Funds adjust Avis Budget (CAR) exposure with stock, options and swaps

Rhea-AI Filing Summary

Pentwater Capital Management LP, as adviser to certain Pentwater Funds, reported a series of indirect derivatives and stock transactions in Avis Budget Group, Inc. common stock. The funds bought 425,000 shares of common stock at a price of $94.2590 per share and entered into additional call option positions while selling corresponding put options in open-market transactions on February 20–24, 2026. The funds also exercised various in-the-money put options and related derivative positions to acquire additional common shares and adjusted their exposure through cash-settled total return swap agreements. The filing notes the swap agreements provide economic exposure to underlying shares but no power to vote or dispose of those referenced shares, and the reporting persons disclaim beneficial ownership beyond any pecuniary interest.

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Pentwater Capital Management LP

(Last) (First) (Middle)

1001 10TH AVENUE SOUTH

SUITE 216

(Street)

NAPLES FL 34102

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
AVIS BUDGET GROUP, INC. [ CAR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	X	10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2026

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price
Common Stock, par value ("Common Stock")	02/20/2026		P		425,000	A	$94.259(2)	3,987,100	I	See footnote(1)
Common Stock	02/23/2026		X		12,600	A	$125	3,999,700	I	See footnote(1)
Common Stock	02/23/2026		X		67,500	A	$130	4,067,200	I	See footnote(1)
Common Stock	02/23/2026		X		5,100	A	$150	4,072,300	I	See footnote(1)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Call Option (right to buy)	$85	02/23/2026		P		347		(3)	04/17/2026	Common Stock	34,700	$8.8793	347	I	See footnote(1)
Put Option (obligation to buy)	$85	02/23/2026		S			347	(3)	04/17/2026	Common Stock	34,700	$5.8793	347	I	See footnote(1)
Put Option (obligation to buy)	$125	02/23/2026		X			126	(3)	03/20/2026	Common Stock	12,600	$0	6,667	I	See footnote(1)
Put Option (obligation to buy)	$130	02/23/2026		X			675	(3)	03/20/2026	Common Stock	67,500	$0	1,875	I	See footnote(1)
Put Option (obligation to buy)	$150	02/23/2026		X			51	(3)	03/20/2026	Common Stock	5,100	$0	3	I	See footnote(1)
Cash-Settled Total Return Swaps	$87.5348	02/23/2026		J/K(4)		55,000		(3)	04/15/2027	Common Stock	55,000	(4)	1,888,910	I	See footnote(1)
Cash-Settled Total Return Swaps	$121.2708	02/24/2026		J/K(5)			200	(3)	01/25/2027	Common Stock	200	(5)	0	I	See footnote(1)
Call Option (right to buy)	$80	02/24/2026		P		650		(3)	09/18/2026	Common Stock	65,000	$20.2858	650	I	See footnote(1)
Put Option (obligation to buy)	$80	02/24/2026		S			650	(3)	09/18/2026	Common Stock	65,000	$9.7932	650	I	See footnote(1)

Explanation of Responses:

1. This Form 4 is filed by Pentwater Capital Management LP ("PCM") and Matthew Halbower ("Mr. Halbower") (collectively, the "Reporting Persons") with respect to securities held by certain funds (the "Pentwater Funds") to which PCM serves as investment adviser. Mr. Halbower is the sole shareholder of MCH PWCM Holdings Inc., the general partner of PCM. Each of the foregoing disclaims beneficial ownership in the securities reported on this Form 4 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $92.9355 to $95.1190, inclusive. The Reporting Persons undertake to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth herein.

3. Exercisable at any time.

4. The Pentwater Funds increased their position in cash-settled total return swap agreements. The swap agreements provide the Pentwater Funds with economic results that are comparable to the economic results of ownership but do not provide them or the Reporting Persons with the power to vote or direct the voting or dispose of or direct the disposition of the shares that are referenced in the swap agreements (such shares, the "Subject Shares"). The Reporting Persons disclaims beneficial ownership of the Subject Shares except to the extent of its or his pecuniary interest therein, if any.

5. The Pentwater Funds settled their position in a certain cash-settled total return swap agreement pursuant to its terms at a settlement price of $86.33.

	Pentwater Capital Management LP, By: /s/ MCH PWCM Holdings Inc., General Partner, By: Matthew Halbower, Chief Executive Officer	02/24/2026
	/s/ Matthew Halbower	02/24/2026
	** Signature of Reporting Person	Date
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FAQ

What insider activity did Pentwater Capital report in Avis Budget Group (CAR)?

Pentwater Capital, on behalf of Pentwater Funds, reported indirect trades in Avis Budget Group. The funds bought common stock, traded call and put options, exercised certain derivatives, and adjusted exposure through cash-settled total return swaps during February 2026.

How many Avis Budget Group (CAR) shares did Pentwater Funds buy directly?

The Pentwater Funds reported buying 425,000 shares of Avis Budget Group common stock at $94.2590 per share on February 20, 2026. These holdings are reported as indirect, reflecting positions held by funds advised by Pentwater Capital rather than by individuals directly.

What derivatives on Avis Budget Group (CAR) did Pentwater Funds trade?

The funds traded call and put options and cash-settled total return swaps. They purchased call options, sold put options in open-market transactions, exercised in-the-money put options, and increased as well as settled positions in cash-settled total return swap agreements linked to Avis Budget Group shares.

Do Pentwater Funds have voting power over Avis Budget Group (CAR) shares referenced in swaps?

The filing states the cash-settled total return swap agreements give economic results comparable to ownership but do not provide power to vote, direct voting, dispose, or direct disposition of the referenced Avis Budget Group shares.

Who is considered the reporting person for these Avis Budget Group (CAR) transactions?

Pentwater Capital Management LP and Matthew Halbower are listed as reporting persons for positions held by Pentwater Funds. They each disclaim beneficial ownership of the reported securities except to the extent of any pecuniary interest in those fund positions.

Were the Avis Budget Group (CAR) derivative exercises cashless or priced transactions?

The filing shows multiple exercises of in-the-money derivative securities, including put options and options into common stock, with exercise prices indicated for some common stock transactions and zero price per share for certain derivative exercises, consistent with in-the-money exercises.