Hertz (HTZ) notes pricing announced; warrants at $13.61 exercise

Hertz Global Holdings, Inc. filed an 8-K reporting an other event: a press release dated September 25, 2025 relating to the pricing of certain notes.

Accepted by SEC EDGAR 09/25/2025 - 09:32 AM EDT Learn about SEC filing dates

Rhea-AI Filing Summary

Hertz Global Holdings, Inc. filed an 8-K reporting an other event: a press release dated September 25, 2025 relating to the pricing of certain notes. The filing lists the company’s common stock (HTZ) and publicly traded warrants (HTZWW) exercisable for one share at an exercise price of $13.61 per share, subject to adjustment. The filing attaches the press release as Exhibit 99.1 and an interactive data cover page as Exhibit 104.1. The document identifies Scott M. Haralson as Executive Vice President and Chief Financial Officer signing on behalf of the registrants. The filing provides notice that a material financing-related pricing event occurred but contains no additional financial terms or note sizes in the text provided here.

Positive

• Material financing event disclosed via attached press release dated September 25, 2025
• Warrant exercise price disclosed at $13.61, giving investors a specific conversion threshold

Negative

• Key note terms not included in the provided filing excerpt (size, coupon, maturity missing)
• Limited detail in the 8-K text here requires investors to consult the Exhibit 99.1 press release for substantive terms

Insights

Corporate Finance Analyst

Announcement signals completed pricing step for new debt instruments.

The filing confirms a financing-related pricing event by attaching a press release dated September 25, 2025, which typically indicates that the company has agreed on terms for issued notes. The presence of warrants exercisable at $13.61 per share shows investor dilution mechanics tied to the capital structure.

This development depends on the undisclosed note size, coupons, and final settlement details; those are material to leverage and interest expense and are not present in the filing excerpt. Investors should review the attached press release and any subsequent filings for the full note terms and potential dilution timing.

Securities Counsel

Filing provides formal notice but limited contractual detail.

The 8-K properly furnishes an exhibit (the press release) under the category "Other Events," which informs the market of a material development without restating full contract terms. The reporting of the warrant exercise price at $13.61 is a specific disclosure that may affect equity holders if warrants are exercised.

Legal and disclosure implications hinge on the final note prospectus/indenture and any registration or listing actions; those documents should appear in subsequent filings if required. Expect follow-up filings that disclose definitive terms, settlement dates, and any registration statements if equity-linked securities are offered.

8-K Event Classification

2 items: 8.01, 9.01

2 items

Item 8.01 Other Events Other

Voluntary disclosure of events the company deems important to shareholders but not covered by other items.

Item 9.01 Financial Statements and Exhibits Exhibits

Financial statements, pro forma financial information, or exhibit attachments filed with this report.

FAQ

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

What did Hertz (HTZ) report in the 8-K filed September 25, 2025?

The company reported an other event and attached a press release relating to the pricing of notes dated September 25, 2025.

What is the exercise price of Hertz warrants (HTZWW)?

The warrants are exercisable for one share at an exercise price of $13.61 per share, subject to adjustment.

Does the 8-K state the amount or coupon of the priced notes?

No. The provided filing excerpt does not disclose the note principal amount, coupon, or maturity; those details must be obtained from the attached press release (Exhibit 99.1) or later filings.

Which exhibits were included with the 8-K?

Exhibit 99.1 is the press release about the pricing of the notes and Exhibit 104.1 is the interactive data cover page.

Who signed the 8-K for Hertz?

The filing lists Scott M. Haralson as Executive Vice President and Chief Financial Officer signing on behalf of the registrants.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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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 25, 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 Each exercisable for one share of Hertz Global Holdings, Inc. common stock at an exercise price of $13.61 per share, subject to adjustment		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. ¨

Item 8.01 Other Events.

On September 25, 2025, Hertz Corp. issued a press release to announce the pricing of $375 million aggregate principal amount of its 5.500% Exchangeable Senior Notes due 2030 (the “Notes”). Hertz Corp. also granted the initial purchasers of the Notes an option to purchase up to an additional $50 million aggregate principal amount of Notes for settlement within a 13-day period beginning on, and including, the initial closing date. The aggregate principal amount of the offering was increased from the previously announced offering size of $250 million.

Hertz Corp. estimates that the net proceeds from the issuance of the Notes, after deducting the initial purchasers’ discount and estimated offering expenses payable by Hertz Corp., will be approximately $360.13 million (or approximately $408.38 million if the initial purchasers exercise in full their option to purchase additional Notes). Hertz Corp. intends to use approximately $33.26 million of the net proceeds from the issuance of the Notes to fund the cost of entering into the capped call transactions described below. Hertz Corp. intends to use $300 million of the net proceeds from the issuance of the Notes to fund the partial redemption or repurchase of its outstanding Senior Notes due 2026 on or before December 31, 2025 and to use the remaining net proceeds for general corporate purposes, which may include the repayment of outstanding indebtedness. If the initial purchasers exercise their option to purchase additional Notes, then Hertz Corp. intends to use a portion of the additional net proceeds to fund the cost of entering into additional capped call transactions and apply the remainder towards general corporate purposes, which may include the repayment of outstanding indebtedness.

A copy of the press release issued by the Company announcing the pricing of the offering is furnished as Exhibit 99.1 hereto and incorporated by reference herein.

The Notes and the guarantees of the Notes were offered only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The Notes, the guarantees of the Notes and any shares of the common stock of the Company issuable upon exchange of the Notes have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements under the Securities Act and the securities laws of any other jurisdiction.

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, the anticipated completion and timing of the offering, Hertz Corp.’s expected use of proceeds from the offering, our positioning, strategy, vision, forward looking investments, conditions in the travel industry, 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 offering on the anticipated terms or at all, market conditions (including market interest rates) and the satisfaction of customary closing conditions related to the offering, unanticipated uses of capital and those in our risk factors that we identify in the offering memorandum for the offering 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 25, 2025 relating to the Pricing of the Notes
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 25, 2025