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Hertz agrees to sell about $80.9M in Oro Mobility units

The JV Investors agreed to purchase units representing 50% of voting units and approximately 15.86% of common units before dilution from the management incentive plan.

(Moderate)

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Form Type
SCHEDULE 13D/A

Rhea-AI Filing Summary

Hertz Global Holdings, Inc. entered a joint venture arrangement related to Oro Mobility Holdings LLC on October 16, 2026. Before the investor purchase, Hertz transferred certain assets relating to its Oro Mobility business that the JV Entity did not already own, together with approximately $60.03 million in cash. The JV Investors agreed to purchase Class A Common Units from Hertz for approximately $80.89 million in cash; those units represent 50% of voting units and approximately 15.86% of common units, before dilution from the JV Entity’s management incentive plan. Hertz also agreed to repurchase approximately $51.1 million aggregate principal amount of Exchangeable Notes for approximately $20.86 million, a 60% discount to par. CK Amarillo, CK Amarillo GP, LLC, Certares Opportunities LLC, and Knighthead Capital Management, LLC each reported beneficial ownership of 181,455,469 shares, or 50.9% of the class, based on 356,451,393 shares outstanding as of July 30, 2026. The JV Entity will have a six-person board, with Hertz and the JV Investors each entitled to designate three members; the LLC Agreement is effective as of October 19, 2026. Tom LaMacchia, Managing Director & General Counsel of Certares Management LLC, sole member of Certares Opportunities LLC, and Laura Torrado, General Counsel, signed the amendment.

Filing Explained

The four reporting persons each report shared voting and dispositive power over 181,455,469 shares—not four separately identified blocks; they report 50.9% based on 356,451,393 shares outstanding as of July 30, 2026.

Beneficially owned common shares 181,455,469 shares Reported by CK Amarillo, CK Amarillo GP, LLC, Certares Opportunities LLC, and Knighthead Capital Management, LLC
Share of common-stock class 50.9% Beneficial ownership reported by each reporting person
Common shares outstanding 356,451,393 shares As of July 30, 2026
Cash transferred to JV Entity Approximately $60.03 million Transferred with certain Oro Mobility business assets before the JV Investor Purchase
JV Investor Purchase consideration Approximately $80.89 million Cash consideration for Class A Common Units
JV voting units 50% Represented by the units the JV Investors agreed to purchase
JV common units Approximately 15.86% Before dilution from the JV Entity’s management incentive plan
Exchangeable Notes repurchase Approximately $20.86 million for approximately $51.1 million aggregate principal amount Repurchase at a 60% discount to par
Class A Common Units financial
"purchase Class A Common Units of the JV Entity"
Exchangeable Notes financial
"repurchase approximately $51.1 million aggregate principal amount of its Exchangeable Notes"
Exchangeable notes are a type of financial asset that can be converted into shares of a different company or entity at a later time, often at a pre-set price or upon certain conditions. They matter to investors because they offer a way to potentially benefit from the growth of another company while initially providing more safety or flexibility than directly owning stocks. Think of them as a convertible ticket that can be exchanged for ownership in another business if certain opportunities arise.
management incentive plan financial
"before giving effect to any dilution from the management incentive plan"
A management incentive plan is a structured pay program that rewards company executives and senior managers when they meet specific goals, using cash bonuses, stock awards, or options. It matters to investors because it helps align leaders’ actions with shareholder interests—like tying a coach’s bonus to a team’s wins—while influencing retention, risk-taking and potential share dilution, all of which can affect company performance and stock value.
voting units financial
"representing 50% of the voting units of the JV Entity"
beneficially owned regulatory
"aggregate amount beneficially owned by each reporting person"
Beneficially owned describes securities or assets where a person has the economic rights and control—such as the right to receive dividends and to direct voting—even if legal title is held in another name. Think of it like having the keys and using a car that’s registered to someone else: you get the benefits and make decisions. Investors care because beneficial ownership reveals who truly controls value and voting power, affecting corporate decisions and takeover dynamics.

FAQ

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

How much did the JV Investors agree to pay in HTZ’s Oro Mobility joint venture?

The JV Investors agreed to pay approximately $80.89 million in cash for Class A Common Units of the JV Entity. The units represent 50% of its voting units and approximately 15.86% of its common units before dilution from the management incentive plan.

How will the Oro Mobility JV Entity be governed?

The JV Entity will be governed by a six-person board, with Hertz Global Holdings and the JV Investors each entitled to designate three members. The LLC Agreement is effective as of October 19, 2026.

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

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42806J700

(CUSIP Number)
Laura Torrado
c/o Knighthead Capital Management, LLC, 320 Park Avenue, 28th Floor
New York, NY, 10022
(212) 356-2900

(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
10/16/2026

(Date of Event Which Requires Filing of This Statement)


If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).




schemaVersion:


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) The amount beneficially owned consists of 181,455,469 shares of Common Stock. (2) The percentage of the shares of Common Stock reported beneficially owned by the Reporting Person is based on information provided by the Issuer in its quarterly report on Form 10-Q filed on August 6, 2026, reflecting 356,451,393 shares of Common Stock issued and outstanding as of July 30, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) The amount beneficially owned consists of 181,455,469 shares of Common Stock. (2) The percentage of the shares of Common Stock reported beneficially owned by the Reporting Person is based on information provided by the Issuer in its quarterly report on Form 10-Q filed on August 6, 2026, reflecting 356,451,393 shares of Common Stock issued and outstanding as of July 30, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) The amount beneficially owned consists of 181,455,469 shares of Common Stock. (2) The percentage of the shares of Common Stock reported beneficially owned by the Reporting Person is based on information provided by the Issuer in its quarterly report on Form 10-Q filed on August 6, 2026, reflecting 356,451,393 shares of Common Stock issued and outstanding as of July 30, 2026.


SCHEDULE 13D




Comment for Type of Reporting Person:
(1) The amount beneficially owned consists of 181,455,469 shares of Common Stock. (2) The percentage of the shares of Common Stock reported beneficially owned by the Reporting Person is based on information provided by the Issuer in its quarterly report on Form 10-Q filed on August 6, 2026, reflecting 356,451,393 shares of Common Stock issued and outstanding as of July 30, 2026.


SCHEDULE 13D


CK Amarillo LP
Signature:/s/ Tom LaMacchia
Name/Title:Tom LaMacchia, Authorized Signatory of CK Amarillo GP, LLC, General Partner of CK Amarillo LP
Date:10/21/2026
Signature:/s/ Laura Torrado
Name/Title:Laura Torrado, Authorized Signatory of CK Amarillo GP, LLC, General Partner of CK Amarillo LP
Date:10/21/2026
CK Amarillo GP, LLC
Signature:/s/ Tom LaMacchia
Name/Title:Tom LaMacchia, Authorized Signatory
Date:10/21/2026
Signature:/s/ Laura Torrado
Name/Title:Laura Torrado, Authorized Signatory
Date:10/21/2026
Certares Opportunities LLC
Signature:/s/ Tom LaMacchia
Name/Title:Tom LaMacchia, Managing Director & General Counsel, Certares Management LLC, Sole Member of Certares Opportunities LLC
Date:10/21/2026
Knighthead Capital Management, LLC
Signature:/s/ Laura Torrado
Name/Title:Laura Torrado, General Counsel
Date:10/21/2026

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