Sec Form 4 Filing - FIELDS MARK @ HERTZ GLOBAL HOLDINGS, INC - 2021-11-09

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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person FIELDS MARK 2. Issuer Name and Ticker or Trading Symbol HERTZ GLOBAL HOLDINGS, INC [ HTZ] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) Interim CEO (Last) (First) (Middle) HERTZ GLOBAL HOLDINGS, INC., 8501 WILLIAMS ROAD 3. Date of Earliest Transaction (MM/DD/YY) 11/09/2021 (Street) ESTERO, FL33928 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 11/09/2021 A 500,000( 1 ) A $ 0 500,000 D Common Stock 11/09/2021 A 10,031( 2 ) A $ 0 510,031 D Common Stock 11/09/2021 A 1,279( 3 ) A $ 0 511,310 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other FIELDS MARK HERTZ GLOBAL HOLDINGS, INC. 8501 WILLIAMS ROAD ESTERO, FL33928 X Interim CEO Signatures Dane E. Allen, by Power of Attorney on behalf of Mark Fields 11/12/2021 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents shares of Common Stock underlying RSUs granted to the reporting person on November 9, 2021, the date that the Issuer's common stock began trading on the Nasdaq Global Select Market (the "Interim CEO Award"). The shares covered by the Interim CEO Award vest as follows: (A) if the Employment End Date as defined in the Interim CEO Offer Letter occurs within 90 days of Mr. Field's start date as Interim Chief Executive Officer, 50% of the shares under the Interim CEO Award will vest on the Employment End Date and the remainder will be forfeited, and (B) if the Employment End Date occurs after the 90th day following his employment start date, 100% of the shares under the Interim CEO Award will vest on the earlier of (x) the six-month anniversary of his start date and (y) the Employment End Date. ( 2 )Represents the equity portion of the annual retainer granted to the reporting person on November 9, 2021, which vests in full on the earlier of the business day immediately preceding the date of the Company's 2022 annual stockholder's meeting (or such director's departure from the Board for any reason other than a termination for cause) and will settle promptly following the date on which the reporting person ceases to serve as a director. ( 3 )Represents shares of Common Stock granted to the reporting person on November 9, 2021 and fully vested on such date (the "Q3 Award"). The Q3 Award was issuable in lieu of the quarterly cash retainer for the third quarter of 2021.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).

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