Independent
Tenure on this board
1.9 yrs
Meeting calendar
HTZ · Annual meeting · Thursday, May 28, 2026
Hertz Global Holdings Inc
2 nominees · 3 ballot items.
Election of two directors; Ratification of Ernst & Young LLP as independent auditor; Advisory approval of named executive officer compensation.
Market cap
$568M
1Y TSR
-61.7%
Board grade
C-
Record date
Mar 30, 2026
Filing
DEF 14A
Meeting concluded · May 28, 2026
Follow how the vote landed and what changed on Hertz Global Holdings Inc’s board — director track records, governance grades, and ongoing monitoring — on the Boardroom Alpha platform.
Proposals
On the ballot3
- 1
Election of Two Director Nominees
ManagementBoard: FORElect two Class II director nominees (Lucy Clark Dougherty and Evangeline Vougessis) to the Board for three-year terms expiring 2029.
- 2
Ratification of the Appointment of Ernst & Young LLP as Our Independent Auditor for the Fiscal Year Ending December 31, 2026
ManagementBoard: FORRatify EY’s appointment as independent registered public accounting firm for fiscal year ending Dec 31, 2026.
- 3
Approval, on an Advisory Basis, of Named Executive Officer Compensation
ManagementBoard: FORAdvisory (non-binding) vote to approve executive compensation disclosures (Say-on-Pay).
More detail
This is a management-sponsored, non-binding advisory Say-on-Pay proposal asking stockholders to approve the compensation of named executive officers as disclosed in the proxy. Management seeks endorsement to validate its pay-for-performance program, which emphasizes a mix of base salary, annual incentives tied to Adjusted Corporate EBITDA, DOE per Transaction Day, total utilization, NPS, and board discretion, and long-term incentives (RSUs and PSUs) with performance and retention features. The Compensation Committee explains that pay decisions reflected sign-on awards for certain executives tied to VWAP thresholds and that 2025 EICP funded at 133.5% produced cash payouts while PSUs tied to Adjusted Corporate EBITDA paid out 0% for 2025. Vote is advisory; Board will consider results in future compensation decisions.
Director elections
Nominees on the ballot2
Independent
Tenure on this board
4.8 yrs
Ownership
Latest 13F quarterTop institutional holders10
| # | Owner | % of shares | Shares | Value |
|---|---|---|---|---|
| 1 | Knighthead Capital Management, LLC | 57.5% | 181,455,469 | $837M |
| 2 | UBS Group AG | 5.2% | 16,308,865 | $75M |
| 3 | Pershing Square Capital Management, L.P.Activist | 4.8% | 15,241,127 | $70M |
| 4 | BlackRock, Inc. | 4.1% | 13,001,949 | $60M |
| 5 | NOMURA HOLDINGS INC | 3.8% | 12,011,890 | $55M |
| 6 | VANGUARD PORTFOLIO MANAGEMENT LLC | 2.2% | 6,799,637 | $31M |
| 7 | STATE STREET CORP | 1.8% | 5,815,455 | $27M |
| 8 | VANGUARD CAPITAL MANAGEMENT LLC | 1.7% | 5,495,236 | $25M |
| 9 | CIBC Bancorp USA Inc. | 1.6% | 4,906,020 | $23M |
| 10 | GOLDMAN SACHS GROUP INC | 1.3% | 3,948,122 | $18M |
Peers
Nearest market capOther Industrials sector meetings6
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Reference
Frequently asked questions
- When is the Hertz Global Holdings Inc 2026 annual meeting?
- Hertz Global Holdings Inc (HTZ) holds its 2026 annual shareholder meeting on Thursday, May 28, 2026.
- What is the record date for the Hertz Global Holdings Inc 2026 meeting?
- The record date for the Hertz Global Holdings Inc 2026 meeting is Monday, March 30, 2026. Shareholders of record on or before that date are eligible to vote.
- Who are the director nominees for Hertz Global Holdings Inc's 2026 meeting?
- The board is presenting 2 director nominees at the Hertz Global Holdings Inc 2026 meeting, listed with their independence status and background.
- What proposals will shareholders vote on at the Hertz Global Holdings Inc 2026 meeting?
- Shareholders will vote on 3 proposals at the Hertz Global Holdings Inc 2026 meeting, each tagged with who proposed it and the board's recommendation.
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