Document


 
 
 
 
 
 
 
 
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) June 2, 2017 (May 31, 2017)

HERTZ GLOBAL HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
DELAWARE
 
001-37665
 
61-1770902
(State of incorporation)
 
(Commission File Number)
 
(I.R.S Employer Identification No.)
 
 
 
 
 
 
 
8501 Williams Road
 
 
 
 
Estero, Florida 33928
 
 
 
 
(Address of principal executive offices, including zip code)
 
 
 
 
 
 
 
 
 
(239) 301-7000
 
 
 
 
(Registrant’s telephone number, including area code)
 
 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
o    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
 
 
 
 
 
 
 
 
 
 







Item 5.07 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

(a)
On May 31, 2017, Hertz Global Holdings, Inc. (the “Company”) held its 2017 Annual Meeting of Stockholders (the “Annual Meeting”).
 
(b)
The final voting results for each matter submitted to a vote of stockholders at the Annual Meeting are set forth below.
(i) The following directors were elected at the Annual Meeting and the voting for each director was as follows:

Nominee
 
For
 
Against
 
Abstain
 
Broker Non-Votes
David A. Barnes
 
59,700,964
 
1,325,665
 
61,194
 
9,939,509
SungHwan Cho
 
57,609,303
 
3,415,538
 
62,982
 
9,939,509
Carolyn N. Everson
 
59,813,332
 
1,251,069
 
23,422
 
9,939,509
Vincent J. Intrieri
 
56,057,464
 
4,968,232
 
62,127
 
9,939,509
Henry R. Keizer
 
59,858,488
 
1,202,173
 
27,162
 
9,939,509
Kathryn V. Marinello
 
58,499,997
 
2,529,014
 
58,812
 
9,939,509
Daniel A. Ninivaggi
 
57,926,944
 
3,098,125
 
62,754
 
9,939,509

(ii)  The named executive officers’ compensation was approved on an advisory basis by the following vote:
 
 
For
 
Against
 
Abstain
 
Broker Non-Votes
 
 
59,367,926
 
1,642,049
 
77,848
 
9,939,509
 

(iii) The frequency of future votes on the named executive officers’ compensation was approved on an advisory basis by the following vote:

 
1 Year
 
2 Years
 
3 Years
 
Abstain
 
Broker Non-Votes
 
57,787,391
 
87,056
 
3,137,663
 
75,713
 
9,939,509

(iv) The Hertz Global Holdings, Inc. 2016 Omnibus Incentive Plan was approved by the following vote:

 
For
 
Against
 
Abstain
 
Broker Non-Votes
 
 
54,240,007
 
6,738,266
 
109,550
 
9,939,509
 

 (v) The Hertz Global Holdings, Inc. Senior Executive Bonus Plan was approved by the following vote:

 
For
 
Against
 
Abstain
 
Broker Non-Votes
 
 
59,645,762
 
1,338,600
 
103,461
 
9,939,509
 

 (vi) The ratification of the selection of PricewaterhouseCoopers LLP as the Company’s independent registered certified public accounting firm for the year 2017 was approved by the following vote:

 
For
 
Against
 
Abstain
 
Broker Non-Votes
 
 
70,148,876
 
665,197
 
213,259
 
9,939,509
 







SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, each registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
HERTZ GLOBAL HOLDINGS, INC.
 
(Registrant)
 
 
 
 
 
 
 
By:
/s/ Richard J. Frecker
 
Name:
Richard J. Frecker
 
Title:
Executive Vice President, General Counsel and
              Secretary

Date:  June 2, 2017