X0306 4 2014-11-21 0 0001364479 HERTZ GLOBAL HOLDINGS INC HTZ 0001231908 TAGUE JOHN P 999 VANDERBILT BEACH ROAD 3RD FLOOR NAPLES FL 34108 1 1 0 0 President and CEO Common Stock 2014-11-24 4 P 0 84200 24.11 A 84200 D Employee Stock Options (right to purchase) 22.75 2014-11-21 4 A 0 1000000 0 A Common Stock 1000000 1000000 D The options will vest on the following terms: (1) 50% of the option grant (the "transition options") will vest on December 31, 2015 if the Reporting Person develops and presents a business plan by June 30, 2015 that is approved by the Board of Directors of the Issuer, and a management team that is reasonably acceptable to the Board is in place by December 31, 2015, subject to the Reporting Person's continued employment through the vesting date. The transition options will expire no later than December 31, 2019; and (2) 50% of the option grant (the "performance options") will vest on December 31, 2017, subject to the satisfaction of revenue efficiency metrics in respect of the period from 2015-2017 to be developed by the Compensation Committee of the Board with input from the Reporting Person, and the Reporting Person continued employment through the vesting date. The performance options will expire no later than June 30, 2020. William Langston, By Power of Attorney on behalf of John P. Tague 2014-11-24