Business Context and Reporting Period
This Form 8-K, dated May 28, 2026, reports on Hertz Global Holdings, Inc. and The Hertz Corporation. The filing details the entry into a material definitive agreement involving Hertz Vehicle Financing III LLC ("HVF III"), a wholly-owned, bankruptcy-remote subsidiary of The Hertz Corporation.
Key Financial Metrics and Transaction Details
HVF III issued two series of Fixed Rate Rental Car Asset Backed Notes to finance its U.S. rental car fleet. The aggregate principal amount for each series is $500,000,000, totaling $1,000,000,000 in new debt issuance.
| Series | Class | Principal Amount | Interest Rate | Expected Final Payment | Legal Final Payment |
|---|---|---|---|---|---|
| 2026-1 | Class A | $327,000,000 | 5.09% | Nov 2029 | Nov 2030 |
| Class B | $48,000,000 | 5.67% | Nov 2029 | Nov 2030 | |
| Class C | $64,000,000 | 6.45% | Nov 2029 | Nov 2030 | |
| Class D | $38,000,000 | 7.91% | Nov 2029 | Nov 2030 | |
| Class E | $23,000,000 | 9.64% | Nov 2029 | Nov 2030 | |
| 2026-2 | Class A | $327,000,000 | 5.40% | Nov 2031 | Nov 2032 |
| Class B | $48,000,000 | 6.08% | Nov 2031 | Nov 2032 | |
| Class C | $64,000,000 | 6.76% | Nov 2031 | Nov 2032 | |
| Class D | $38,000,000 | 8.60% | Nov 2031 | Nov 2032 | |
| Class E | $23,000,000 | 10.67% | Nov 2031 | Nov 2032 |
Principal payments are not required until June 2029 for Series 2026-1 and June 2031 for Series 2026-2, absent an amortization event. The filing does not provide specific revenue, profit, or cash flow metrics for the reporting period.
Material Changes and Use of Proceeds
The primary material change is the creation of $1 billion in new direct financial obligations. The net proceeds from the Series 2026 Notes were utilized to:
- Repay amounts outstanding on HVF III's Series 2021-A Variable Funding Rental Car Asset Backed Notes.
- Finance the future acquisition or refinancing of eligible vehicles to be leased under the Master Motor Vehicle Operating Lease.
- Potentially distribute excess proceeds to The Hertz Corporation.
Outlook, Risks, and Contingencies
The filing outlines significant risks related to "amortization events," which could force earlier principal repayment. These events include:
- Failure to pay principal or interest timely.
- Failure to maintain sufficient assets relative to outstanding debt.
- Failure to maintain sufficient liquidity in reserve accounts or letters of credit.
- Presence of certain liens on HVF III assets or covenant defaults.
In the event of an amortization event or default, note holders may force the sale of vehicles or require the return of vehicles by the lessee to repay the notes. The filing does not provide specific management guidance or outlook beyond the terms of the note issuance.
Key Facts for Investor Verification
- Debt Structure: Verify the specific subordination hierarchy of the Class A through Class E notes and the impact on seniority.
- Refinancing Impact: Confirm the exact amount of Series 2021-A debt retired and the net cash impact on liquidity.
- Covenant Compliance: Monitor HVF III's ability to maintain asset coverage ratios and liquidity reserves to avoid amortization events.
- Interest Rate Exposure: Note the fixed interest rates ranging from 5.09% to 10.67% and their impact on future interest expense.
- Collateral: Review the specific pool of vehicles pledged as collateral for the Series 2026 Notes.