X0304 4 2012-03-06 0 0001364479 HERTZ GLOBAL HOLDINGS INC HTZ 0001239786 FRISSORA MARK P 225 BRAE BOULEVARD PARK RIDGE NJ 07656 0 1 0 0 CEO and Chairman of the Board Price Vesting Units 2012-03-06 4 A 0 246249 0 A Common Stock 246249 246249 D Each Price Vesting Unit (PVU) represents a contingent right to receive 1 share of HTZ common stock. The PVUs vest in 2 equal tranches on the third and fourth anniversaries of the date of grant, respectively. The first tranche will vest on March 6, 2015, contingent upon (a) the Recipient's continued employment and (b) the average of the closing prices of HTZ shares on the 20 trading days ending on the vesting date being at least $16.5899; if such 20 day average is less than $16.5899 but greater than $14.4260, then a prorated portion of the tranche will vest; if such 20 day average is less than or equal to $14.4260, the tranche will be forfeited. The second tranche will vest on March 6, 2016, contingent upon (a) the Recipient's continued employment and (b) the average of the closing prices of HTZ shares on the 20 trading days ending on the vesting date being at least $18.0325; if such 20 day average is less than $18.0325 but greater than $14.4260, [CONTINUED IN FOOTNOTE 2] [CONTINUED FROM FOOTNOTE 1] then a prorated portion of the tranche will vest; if such 20 day average is less than or equal to $14.4260, the tranche will be forfeited. Stuart M. Geschwind, By Power of Attorney on behalf of Mark P. Frissora 2012-03-09