Current Report · Items 7.01, 9.01 · 8-K/A

HERTZ CORP

Regulation FD Disclosure

Filed Feb 11, 2025Accepted Feb 11, 2025, 8:50 AM ESTCIK 47129Accession 0001104659-25-011223

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Historical securities (2)

HTZZOTC · EQUITY · Historical · closed Nov 9, 2021 HTZZWOTC · WARRANT · Historical · closed Nov 9, 2021

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Items 7.01, 9.01

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Item 7.01Item 7.01 - Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. This Current Report on Form 8-K amends the Form 8-K originally filed on February 10, 2025 (the “Original Form 8-K”) solely to furnish as exhibits the settlement proposal and counter-proposal referenced in the Original Form 8-K. Except as described above, no other portion of the Original Form 8-K is amended hereby. The information contained in this Item 7.01, including Exhibits 99.1 and 99.2 attached hereto, shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), and shall not be incorporated by reference into any filings under the Securities Act of 1933, as amended, or the Exchange Act, except as may be expressly set forth by specific reference in such filing.

Filed exhibits (2)

EX-99.1 (by filename) tm256135d1_ex99-1.htm

EX-99.1 2 tm256135d1_ex99-1.htm EXHIBIT 99.1 Exhibit 99.1 SETTLEMENT PROPOSAL TERM SHEET 3 Key Dates ▪ Agreement in Principle: February 10, 2025 ▪ Targeted Close: May 1, 2025, or sooner Settlement Amount ▪ $341.1 million, reflects: − $327.9 million Contract Rate claim assuming May 1, 2025 plus − $10.0 million incremental principal plus − $3.2 million Milestone Payment Form of Consideration Cash ▪ $41.1 million (paid at Close), reflects: − Fixed: $37.9 million − Milestone Payment: $3.2 million (see below) assuming Close on May 1, 2025 Debt ▪ $300.0 million (issued at Close, see following page for term sheet) Milestone Payment ▪ Paid in cash at Close ▪ Calculated based on difference in Contract Rate vs. New Unsecured Debt Interest Rate from Agreement in Principle through Targeted Close − For example, if Close is on May 1, 2025, then the milestone payment would be $3.2 million Other Releases ▪ Full releases DRAFT | SUBJECT TO MATERIAL REVISION PRIVILEGED AND CONFIDENTIAL SUBJECT TO FRE 408 AND EQUIVALENTS NEW UNSECURED DEBT TERM SHEET 4 Estimated Issue Date ▪ May 1, 2025 Amount ▪ $300.0 million Maturity ▪ Septembe…

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EX-99.2 (by filename) tm256135d1_ex99-2.htm

EX-99.2 3 tm256135d1_ex99-2.htm EXHIBIT 99.2 Exhibit 99.2 Draft | Subject to Material Revision Confidential Settlement Communication Subject to FRE 408 and Equivalents SETTLEMENT PROPOSAL TERM SHEET - FEBRUARY 6, 2025 Key · Agreement in Principle: February 10, 2025 Dates · Targeted Close: March 1, 2025 ────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────── Settlement $341.1 Amount million Form · Cash: $68.2 million down payment, paid at of Consideration close (20% of Settlement Amount) · New First Lien Secured Note: $272.9 million, issued at close (Settlement Amount net of 20% cash payment at close) Releases Full releases TERMS FOR NEW FIRST LIEN SECURED NOTE TERMS FOR NEW FIRST LIEN SECURED NOTE Estimated March Is…