X0306 4 2019-08-15 0001364479 HERC HOLDINGS INC HRI 0001669447 FRATES JONATHAN C/O ICAHN CAPITAL LP 767 FIFTH AVENUE, SUITE 4700 NEW YORK NY 10153 1 Phantom Stock 2019-08-15 4 A 0 2000 0 A Common Stock 2000 2000 D Each share of phantom stock is the economic equivalent of one share of the Issuer's common stock. The value of the phantom stock credited to the Reporting Person's account shall be distributed in shares of common stock following the date the Reporting Person ceases to be a member of the Issuer's Board of Directors, provided that the event occurs after the business day immediately preceding the date of the Issuer's 2020 annual meeting of stockholders (or, if earlier following a change of control). /s/Maryann Waryjas, by Power of Attorney 2019-08-19