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SEC Form 4

FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number: 3235-0287 Estimated average burden hours per response: 0.5

  

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations
may continue. See Instruction 1(b).

  

Check this box to indicate that a transaction was made pursuant to a contract,
instruction or written plan for the purchase or sale of equity securities of the
issuer that is intended to satisfy the affirmative defense conditions of Rule
10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person*

Birnbaum Aaron

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(Last) (First) (Middle)

27500 RIVERVIEW CENTER BLVD.

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(Street)

BONITA SPRINGS FL 34134

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(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
HERC HOLDINGS INC [ HRI ] 5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

Director 10% Owner X Officer (give title below) Other (specify below) SVP &
Chief Operating Officer

3. Date of Earliest Transaction (Month/Day/Year)
04/25/2024 4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)

X Form filed by One Reporting Person Form filed by More than One Reporting
Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed
Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4.
Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of
Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect
Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock
04/25/2024 M(1) 1,278 A $70.14 54,076.38 D Common Stock 04/25/2024 S 1,278 D
$151.6 52,798.38 D Common Stock 04/25/2024 S 2,141(2) D $151.65 50,657.38 D
Common Stock 04/25/2024 S 1,314(3) D $152.77 49,343.38 D Common Stock 04/25/2024
S 1,111(4) D $153.97 48,232.38 D Common Stock 100 I By Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities) 1. Title of
Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative
Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any
(Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative
Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date
Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of
Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of
Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially
Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct
(D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership
(Instr. 4) Code V (A) (D) Date Exercisable Expiration Date Title Amount or
Number of Shares Employee Stock Option $70.14 04/25/2024 M 1,278 (5) 02/17/2025
Common Stock 1,278 $0 0 D

Explanation of Responses: 1. The stock options were previously reported and are
subject to the terms and conditions of the employee stock option agreement. 2.
The price reported in Column 4 is a weighted average price. The shares were sold
in transactions ranging from $151.22 to $152.21 inclusive. The reporting person
undertakes to provide to the Issuer, any security holder of the Issuer, or the
staff of the Securities and Exchange Commission, on request, full information
regarding the number of shares sold at each separate price. 3. The price
reported in Column 4 is a weighted average price. The shares were sold in
transactions ranging from $152.23 to $153.13 inclusive. The reporting person
undertakes to provide to the Issuer, any security holder of the Issuer, or the
staff of the Securities and Exchange Commission, on request, full information
regarding the number of shares sold at each separate price. 4. The price
reported in Column 4 is a weighted average price. The shares were sold in
transactions ranging from $153.51 to $154.51 inclusive. The reporting person
undertakes to provide to the Issuer, any security holder of the Issuer, or the
staff of the Securities and Exchange Commission, on request, full information
regarding the number of shares sold at each separate price. 5. All shares
underlying this option have vested.

/s/ S. Wade Sheek by Power of Attorney 04/29/2024 ** Signature of Reporting
Person Date Reminder: Report on a separate line for each class of securities
beneficially owned directly or indirectly. * If the form is filed by more than
one reporting person, see Instruction 4 (b)(v). ** Intentional misstatements or
omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and
15 U.S.C. 78ff(a). Note: File three copies of this Form, one of which must be
manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are
not required to respond unless the form displays a currently valid OMB Number.