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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) September 24, 2025
HERTZ GLOBAL HOLDINGS, INC.
THE HERTZ CORPORATION
(Exact name of registrant as specified in its charter)
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.) |
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:
|
|
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 |
|
The Nasdaq Stock Market LLC |
Hertz Global Holdings, Inc. |
|
Warrants to purchase common stock |
|
HTZWW |
|
The Nasdaq Stock Market LLC |
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. ☐
On
September 24, 2025, Hertz Global Holdings, Inc. (the “Company,” “Hertz Holdings,” “we,” “us”
or “our”) announced that its wholly-owned indirect subsidiary, The Hertz Corporation (“Hertz Corp.”), intends
to offer, subject to market and other conditions, $250 million in aggregate principal amount of Exchangeable Senior Notes due 2030 (the
“Notes”), in a private offering exempt from the registration requirements of the Securities Act of 1933, as amended (the
“Securities Act”). A copy of the press release issued by the Company on September 24, 2025 announcing the offerings of the
Notes is furnished as Exhibit 99.1 hereto and incorporated by reference herein.
***
Cautionary Note Regarding Forward-Looking Statements
This Current Report on Form 8-K contains “forward-looking statements”
within the meaning of the federal securities laws. Words such as “expect,” “will” and “intend” and
similar expressions identify forward-looking statements, which include but are not limited to statements related to the offering of the
Notes described herein, our ability to achieve the cost savings and revenue enhancements from our profitability initiatives and other
operational programs, our positioning, strategy, vision, forward looking investments, conditions in the travel industry, our contingent
liabilities and our financial and operational condition. We caution you that these statements are not guarantees of future performance
and are subject to numerous evolving risks and uncertainties that we may not be able to accurately predict or assess, including risks
and uncertainties related to completion of the offerings on the anticipated terms or at all, market conditions (including market interest
rates) and the satisfaction of customary closing conditions related to the offerings, unanticipated uses of capital and those in our risk
factors that we identify in the offering memorandums for these offerings and our most recent annual report on Form 10-K for the year ended
December 31, 2024, as filed with the SEC on February 18, 2025, and any updates thereto in the Company’s quarterly reports on Form
10-Q and current reports on Form 8-K. We caution you not to place undue reliance on our forward-looking statements, which speak only as
of their date, and we undertake no obligation to update this information.
ITEM 9.01 |
FINANCIAL STATEMENTS AND EXHIBITS. |
(d) Exhibits.
Exhibit |
Description |
|
|
99.1 |
Press Release of Hertz Global Holdings, Inc. dated September 24, 2025 |
|
|
104.1 |
Cover page Interactive Data File (embedded within the Inline XBRL document) |
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.
HERTZ GLOBAL HOLDINGS, INC.
THE HERTZ CORPORATION |
(each, a Registrant) |
|
|
|
|
By: |
/s/
SCOTT M. HARALSON |
Name: |
Scott
M. Haralson |
Title: |
Executive Vice President and
Chief Financial Officer |
Date:
September 24,
2025