Pentwater Discloses 8.4% Stake in Avis Budget (CAR) Including 680K Options

Pentwater Capital Management LP and Matthew Halbower report beneficial ownership of 2,950,000 shares of Avis Budget Group, Inc. (CAR), representing 8.4% of the outstanding common stock based on 35,192,239 shares outstanding as of May 2, 2025.

Rhea-AI Filing Summary

Pentwater Capital Management LP and Matthew Halbower report beneficial ownership of 2,950,000 shares of Avis Budget Group, Inc. (CAR), representing 8.4% of the outstanding common stock based on 35,192,239 shares outstanding as of May 2, 2025. The reported position includes 680,000 shares issuable upon exercise of call options. The filing shows no sole voting or dispositive power and lists shared voting and dispositive power for the full position. The Reporting Persons state the shares were acquired and are held in the ordinary course of business and not for the purpose of changing control.

Positive

• Material stake disclosed: 2,950,000 shares equal to 8.4% of outstanding common stock, a clearly reportable position.
• Option exposure disclosed: Includes 680,000 shares issuable upon exercise of call options, providing transparency on potential dilution/exposure.
• Ordinary-course certification: Reporting Persons certify the position is held in the ordinary course and not to change control.

Negative

• No sole voting or dispositive power: Reporting Persons report 0 sole voting and dispositive power, limiting unilateral influence.
• No additional context on timeline or fund breakdown: The filing does not specify which Pentwater Funds hold the shares or acquisition dates.

Insights

Financial Analyst

TL;DR: Pentwater holds a meaningful 8.4% position in CAR, including option exposure, but reports shared voting power and no intent to seek control.

The 8.4% stake is material for a single institutional holder and includes 680,000 option-issuable shares, increasing effective exposure. Shared voting and dispositive power suggests the position is managed at the fund/manager level rather than by a single controlling actor. The certification that the stake is held in the ordinary course and not to influence control reduces immediate governance-activist implications, but investors may monitor any further amendments or Schedule 13D filings for changes in intent or coordination.

Corporate Governance Expert

TL;DR: Reporting shows a >5% passive ownership disclosure with shared authority and an explicit non-control intent.

From a governance perspective, the filing is a routine Section 13 disclosure required once ownership exceeds 5%. The presence of shared voting power and the explicit statement that holdings are not intended to change control indicate no immediate proxy or board-maneuver signals. The inclusion of option-issued shares in the beneficial ownership calculation is material for custody and voting tracking but does not, by itself, alter control analysis unless exercised or accompanied by coordination with other holders.

FAQ

What percentage of Avis Budget Group (CAR) does Pentwater report owning?

The filing reports beneficial ownership of 2,950,000 shares, representing 8.4% of CAR based on 35,192,239 shares outstanding as of May 2, 2025.

Does the Schedule 13G/A indicate Pentwater plans to take control of CAR?

No. The Reporting Persons certify the shares are held in the ordinary course of business and were not acquired to change or influence control.

How many shares are included as option-related in the filing?

The filing states the position includes 680,000 shares issuable upon exercise of call options.

Who are the reporting parties in this filing?

The statement is filed by Pentwater Capital Management LP (the Investment Manager) and Matthew Halbower (individual and related general partner).

When was the Schedule 13G/A signed?

Signatures on the filing are dated 08/14/2025.

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Accepted by SEC EDGAR 08/14/2025 - 04:10 PM Learn about SEC filing dates

SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

SCHEDULE 13G

UNDER THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 1)

AVIS BUDGET GROUP, INC.

(Name of Issuer)

Common stock, par value $0.01 per share

(Title of Class of Securities)

053774105

(CUSIP Number)

06/30/2025

(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 No. 053774105

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 2,950,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,950,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,950,000.00

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)

8.4 %

12

Type of Reporting Person (See Instructions)

IA, PN

Comment for Type of Reporting Person: Includes 680,000 shares of Common Stock (as defined in Item 2(a)) issuable upon exercise of call options.

SCHEDULE 13G

CUSIP No. 053774105

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 2,950,000.00
7	Sole Dispositive Power 0.00
8	Shared Dispositive Power 2,950,000.00

9

Aggregate Amount Beneficially Owned by Each Reporting Person

2,950,000.00

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)

8.4 %

12

Type of Reporting Person (See Instructions)

HC, IN

Comment for Type of Reporting Person: Includes 680,000 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 35,192,239 shares of Common Stock outstanding as of May 2, 2025, as reported in the Company's Quarterly Report on Form 10-Q for the quarterly period ended on March 31, 2025, filed with the Securities and Exchange Commission on May 8, 2025.
(b)	Percent of class: 8.4%
(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.
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
Date:	08/14/2025

Matthew Halbower

Signature:	/s/ Matthew Halbower
Name/Title:	Matthew Halbower, Individually
Date:	08/14/2025