Form 4: Hertz Director Evangeline Vougessis Acquires HTZ Shares
Insider Transaction Report
Hertz Global Holdings Director Evangeline Vougessis acquired 1,839 shares of common stock through a phantom stock award, increasing her direct beneficial ownership to 124,151 shares.
Summary
- Evangeline Vougessis, a Director of Hertz Global Holdings, Inc. (HTZ), acquired 1,839 shares of common stock.
- The acquisition occurred on September 30, 2025, at a price of $6.8 per share.
- These shares represent a phantom stock award issued in lieu of one-half of her quarterly cash retainer for the third quarter of 2025.
- The shares were fully vested on the transaction date and will be settled promptly after she ceases to serve as a director.
- Following this transaction, Ms. Vougessis directly beneficially owns 124,151 shares of Hertz common stock.
Sentiment
Score: 6
Explanation: Slightly positive due to increased director alignment with shareholders through equity ownership, even if it's a non-cash compensation event.
Positives
- A Director is increasing their beneficial ownership in the company, which can signal confidence in the company's future performance.
- The phantom stock award aligns the director's interests with those of shareholders.
Negatives
- The acquisition was a non-cash award (phantom stock) rather than an open market purchase, which might be viewed differently by some investors.
Risks
- The value of the phantom stock award is tied to the future performance of Hertz's common stock, exposing the director to market fluctuations.
Future Outlook
The acquired phantom stock shares will be settled promptly following the date on which the Reporting Person ceases to serve as a director.
Management Comments
- Represents shares underlying a phantom stock award that was issued to the Reporting Person on September 30, 2025 in lieu of one-half of the Reporting Person's quarterly cash retainer for the third quarter of 2025.
- The shares were fully vested on such date and will be settled promptly following the date on which the Reporting Person ceases to serve as a director.
Industry Context
The use of phantom stock awards as a component of director compensation is a common practice across various industries, aiming to align the interests of board members with long-term shareholder value creation without immediate cash outlay.
Comparison to Industry Standards
- NA
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| Attorney-in-fact for SEC filings | NA | Adrian S. Nasr | 09/30/2025 | Granted power of attorney to facilitate electronic filings with the SEC. |
| Attorney-in-fact for SEC filings | NA | Matthew C. Potalivo | 09/30/2025 | Granted power of attorney to facilitate electronic filings with the SEC. |
| Attorney-in-fact for SEC filings | NA | Christopher M. Murphy | 09/30/2025 | Granted power of attorney to facilitate electronic filings with the SEC. |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Power of Attorney Grant | Evangeline Vougessis granted a Power of Attorney to Adrian S. Nasr, Matthew C. Potalivo, and Christopher M. Murphy to prepare, execute, and file Forms ID, 3, 4, and 5 with the SEC on her behalf. | 09/30/2025 | Streamlines the process for the director to comply with Section 16(a) reporting requirements, ensuring timely and accurate filings. |
Legal Proceedings
- NA
Related Party Transactions
- The phantom stock award issued to Director Evangeline Vougessis in lieu of a cash retainer constitutes a related party transaction as it involves compensation to a member of the company's board.
Stakeholder Impact
- Shareholders: Minor positive impact as director's interests are further aligned with shareholders through increased equity ownership.
- Management: Streamlined SEC filing process for the director through the Power of Attorney.
Next Steps
- Settlement of the phantom stock award shares will occur promptly after Evangeline Vougessis ceases to serve as a director.
Key Dates
| Date | Description |
|---|---|
| 09/30/2025 | Date of phantom stock award issuance and vesting for Evangeline Vougessis. |
| 09/30/2025 | Date of execution of Power of Attorney by Evangeline Vougessis. |
| 10/02/2025 | Date the Form 4 was signed by Adrian S. Nasr, by Power of Attorney. |
Keywords
Hertz Global Holdings, HTZ, Evangeline Vougessis, Director, Insider Transaction, Form 4, Phantom Stock, Equity Compensation, Beneficial Ownership
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