[SCHEDULE 13G/A] AVIS BUDGET GROUP, INC. Amended Passive Investment Disclosure
Pentwater Discloses 12.3% Stake in Avis Budget
Avis Budget Group, Inc. reported that Pentwater Capital Management and Matthew Halbower beneficially hold 4,327,200 shares, representing 12.3% of common stock based on 35,258,652 shares outstanding as of February 13, 2026.
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Avis Budget Group, Inc. reported that Pentwater Capital Management and Matthew Halbower beneficially hold 4,327,200 shares, representing 12.3% of common stock based on 35,258,652 shares outstanding as of February 13, 2026.
The filing states the reported holdings reflect shared voting and dispositive power of 4,327,200 shares and include 254,700 shares issuable upon exercise of call options. The Schedule is signed on March 6, 2026.
Insights
Pentwater holds a sizable 12.3% stake in Avis Budget Group as of Feb 13, 2026.
Pentwater Capital Management and Mr. Halbower report beneficial ownership of 4,327,200 shares, calculated from an outstanding share base of 35,258,652. The position is reported as shared voting and dispositive power, which commonly reflects control exercised on behalf of funds.
Watch for subsequent amendments or Form 13D activity that could signal a change in intent; timing of any trading or additional disclosures is not provided in this excerpt.
Disclosure clarifies voting/dispositive authority and option components tied to the stake.
The filing explicitly notes inclusion of 254,700 shares issuable upon exercise of call options in the beneficial total. Reporting lists the Pentwater Funds as having the right to receive dividends or proceeds.
Because the stake is disclosed on a Schedule 13G/A, it indicates a passive investor filing posture rather than activist intent in this excerpt; any change in intent would require updated filings.
FAQ
AI-generated questions and answers. How Rhea-AI works. Not financial advice.
What stake does Pentwater Capital report in Avis Budget Group (CAR)?
Pentwater reports beneficial ownership of 4,327,200 shares, equal to 12.3%. This percentage is calculated using 35,258,652 shares outstanding as of February 13, 2026, per the company's Form 10-K cited in the filing.
Does the reported stake include options or other exercisable securities?
Yes — the filing includes 254,700 shares issuable upon exercise of call options. Those option-related shares are counted in the 4,327,200-share beneficial ownership figure disclosed by the reporting persons.
Who is listed as having voting or dispositive power over the shares?
The filing states shared voting and shared dispositive power over 4,327,200 shares. The reporting persons are Pentwater Capital Management (investment manager) and Matthew Halbower, through his role with the general partner.
How was the ownership percentage calculated in the Schedule 13G/A?
The 12.3% figure uses a denominator of 35,258,652 shares outstanding. That share count is cited as of February 13, 2026 and originates from the company's Annual Report on Form 10-K filed February 19, 2026.
Do the Pentwater Funds have economic rights to the reported shares?
Yes — the filing states the Pentwater Funds have the right to receive dividends and proceeds from sale. The Schedule 13G/A identifies the funds as the parties with economic interest in the reported securities.
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(Amendment No. 2)
Avis Budget Group, Inc.
(Name of Issuer)
Common stock, par value $0.01 per share
(Title of Class of Securities)
02/28/2026
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
Rule 13d-1(b)
Rule 13d-1(c)
Rule 13d-1(d)
SCHEDULE 13G
CUSIP Number(s):
1
Names of Reporting Persons
Pentwater Capital Management LP
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
DELAWARE
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
4,327,200.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,327,200.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,327,200.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
12.3 %
12
Type of Reporting Person (See Instructions)
IA, PN
Comment for Type of Reporting Person: Includes 254,700 shares of Common Stock (as defined in Item 2(a)) issuable upon exercise of call options.
SCHEDULE 13G
CUSIP Number(s):
1
Names of Reporting Persons
Matthew Halbower
2
Check the appropriate box if a member of a Group (see instructions)
(a)
(b)
3
Sec Use Only
4
Citizenship or Place of Organization
UNITED STATES
Number of Shares Beneficially Owned by Each Reporting Person With:
5
Sole Voting Power
0.00
6
Shared Voting Power
4,327,200.00
7
Sole Dispositive Power
0.00
8
Shared Dispositive Power
4,327,200.00
9
Aggregate Amount Beneficially Owned by Each Reporting Person
4,327,200.00
10
Check box if the aggregate amount in row (9) excludes certain shares (See Instructions)
11
Percent of class represented by amount in row (9)
12.3 %
12
Type of Reporting Person (See Instructions)
HC, IN
Comment for Type of Reporting Person: Includes 254,700 shares of Common Stock issuable upon exercise of call options.
SCHEDULE 13G
Item 1.
(a)
Name of issuer:
Avis Budget Group, Inc.
(b)
Address of issuer's principal executive offices:
379 Interpace Parkway, Parsippany, NJ 07054
Item 2.
(a)
Name of person filing:
This statement is filed by:
(i) Pentwater Capital Management LP (the "Investment Manager"), a Delaware limited partnership, and the investment adviser to certain funds (the "Pentwater Funds"), with respect to the shares of common stock, par value $0.01 per share ("Common Stock") of Avis Budget Group, Inc., a Delaware corporation (the "Company") and the shares of Common Stock issuable upon exercise of call options directly held by the Pentwater Funds; and
(ii) Mr. Matthew Halbower ("Mr. Halbower"), the sole shareholder of MCH PWCM Holdings Inc., the general partner of the Investment Manager, with respect to the shares of Common Stock and the shares of Common Stock issuable upon exercise of call options directly held by the Pentwater Funds.
The foregoing persons are hereinafter sometimes collectively referred to as the "Reporting Persons."
The filing of this statement should not be construed as an admission that any of the foregoing persons or any Reporting Person is, for the purposes of Section 13 of the Securities and Exchange Act of 1934, the beneficial owner of the securities reported herein.
(b)
Address or principal business office or, if none, residence:
The address of the business office of each of the Reporting Persons is 1001 10th Avenue South, Suite 216, Naples, FL 34102.
(c)
Citizenship:
The Investment Manager is a Delaware limited partnership. Mr. Halbower is a citizen of the United States.
(d)
Title of class of securities:
Common stock, par value $0.01 per share
(e)
CUSIP No.:
053774105
Item 3.
If this statement is filed pursuant to §§ 240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
(a)
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
(b)
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
(c)
Insurance company as defined in section 3(a)(19) of the Act (15 U.S.C. 78c);
(d)
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8);
(e)
An investment adviser in accordance with § 240.13d-1(b)(1)(ii)(E);
(f)
An employee benefit plan or endowment fund in accordance with § 240.13d-1(b)(1)(ii)(F);
(g)
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
(h)
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
(i)
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
(j)
A non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J). If filing as a non-U.S. institution in accordance with § 240.13d-1(b)(1)(ii)(J),
please specify the type of institution:
(k)
Group, in accordance with Rule 240.13d-1(b)(1)(ii)(K).
Item 4.
Ownership
(a)
Amount beneficially owned:
The information required by Item 4(a) is set forth in Row 9 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
The percentage set forth in this Schedule 13G is calculated based upon an aggregate of 35,258,652 shares of Common Stock outstanding as of February 13, 2026, as reported in the Company's Annual Report on Form 10-K for the fiscal year period ended on December 31, 2025, filed with the Securities and Exchange Commission on February 19, 2026.
(b)
Percent of class:
12.3%
(c)
Number of shares as to which the person has:
(i) Sole power to vote or to direct the vote:
The information required by Item 4(c)(i) is set forth in Row 5 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(ii) Shared power to vote or to direct the vote:
The information required by Item 4(c)(ii) is set forth in Row 6 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iii) Sole power to dispose or to direct the disposition of:
The information required by Item 4(c)(iii) is set forth in Row 7 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
(iv) Shared power to dispose or to direct the disposition of:
The information required by Item 4(c)(iv) is set forth in Row 8 of the cover page for each of the Reporting Persons and is incorporated herein by reference.
Item 5.
Ownership of 5 Percent or Less of a Class.
Not Applicable
Item 6.
Ownership of more than 5 Percent on Behalf of Another Person.
If any other person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, such securities, a statement to that effect should be included in response to this item and, if such interest relates to more than 5 percent of the class, such person should be identified. A listing of the shareholders of an investment company registered under the Investment Company Act of 1940 or the beneficiaries of employee benefit plan, pension fund or endowment fund is not required.
See Item 2(a). The Pentwater Funds have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of, the shares of Common Stock reported herein.
Item 7.
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on by the Parent Holding Company or Control Person.
Not Applicable
Item 8.
Identification and Classification of Members of the Group.
Not Applicable
Item 9.
Notice of Dissolution of Group.
Not Applicable
Item 10.
Certifications:
By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and 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.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
Pentwater Capital Management LP
Signature:
/s/ Matthew Halbower
Name/Title:
By: MCH PWCM Holdings Inc., General Partner, By: Matthew Halbower, Chief Executive Officer
