Statement of Changes in Beneficial Ownership (4)
April 08 2020 - 4:57PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
SRS Investment Management, LLC |
2. Issuer Name and Ticker or Trading Symbol
AVIS BUDGET GROUP, INC.
[
CAR
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below)
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(Last)
(First)
(Middle)
1 BRYANT PARK, 39TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/6/2020 |
(Street)
NEW YORK, NY 10036
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Equity Swap (obligation to buy) | $11.65 | 4/6/2020 | | J/K (1) | | 1 (1) | | (1) | 4/10/2023 | Common Stock | 363402 | (1) | 363402 (1) | I | See footnotes (2)(3) |
Equity Swap (obligation to buy) | $11.68 | 4/6/2020 | | J/K (1) | | 1 (1) | | (1) | 4/10/2023 | Common Stock | 348600 | (1) | 348600 (1) | I | See footnotes (2)(3) |
Equity Swap (obligation to buy) | $13.96 | 4/7/2020 | | J/K (1) | | 1 (1) | | (1) | 4/10/2023 | Common Stock | 47890 | (1) | 47890 (1) | I | See footnotes (2)(3) |
Equity Swap (obligation to buy) | $14.43 | 4/7/2020 | | J/K (1) | | 1 (1) | | (1) | 4/10/2023 | Common Stock | 404168 | (1) | 404168 (1) | I | See footnotes (2)(3) |
Equity Swap (obligation to buy) | $14.44 | 4/7/2020 | | J/K (1) | | 1 (1) | | (1) | 4/10/2023 | Common Stock | 404168 | (1) | 404168 (1) | I | See footnotes (2)(3) |
Equity Swap (obligation to buy) | (4) | | | | | | | (4) | (4) | Common Stock | 11354508 | | 11354508 (4) | I | See footnotes (2)(3) |
Explanation of Responses: |
(1) | These cash-settled equity swaps can be settled at any time before the expiration date. |
(2) | SRS Investment Management, LLC, a Delaware limited liability company, ("SRS") serves as investment manager to certain investment funds (the "Funds") and has investment discretion with respect to the securities reported herein which are held by the Funds. SRS Investment Management, LP ("SRS IM"), a Delaware limited partnership, is the managing member of the Investment Manager. SRS Investment Management GP, LLC, a Delaware limited liability company ("SRS IM GP"), is the general partner of SRS IM. Karthik R. Sarma ("Mr. Sarma," and together with SRS, the "Reporting Persons") is the managing member and principal of SRS IM GP. In such capacities, Mr. Sarma and the Investment Manager may be deemed to have voting and dispositive power with respect to the shares of Common Stock held for the Funds. |
(3) | The filing of this statement shall not be deemed an admission that any of the Reporting Persons is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. Each of the Reporting Persons expressly disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein. |
(4) | The Reporting Persons' aggregate swap position consists of (i) swaps referencing a total of 2,543,808 shares of Common Stock with reference prices ranging from $10.42 to $14.44 and an initial reference maturity date of April 10, 2023; and (ii) swaps referencing a total of 8,810,700 shares of Common Stock with reference prices ranging from $23.52 to $40.00 and an initial reference maturity date of March 6, 2023. The swaps shall continue until terminated as elected by the parties or their maturity date. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
SRS Investment Management, LLC 1 BRYANT PARK 39TH FLOOR NEW YORK, NY 10036 |
| X |
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Signatures
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SRS INVESTMENT MANAGEMENT, LLC; by: /s/ David B. Zales, General Counsel | | 4/8/2020 |
**Signature of Reporting Person | Date |
by: /s/ Karthik R. Sarma | | 4/8/2020 |
**Signature of Reporting Person | Date |
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