Avis Budget Group Inc.

02/24/2026 | Press release | Distributed by Public on 02/24/2026 20:37

Initial Statement of Beneficial Ownership (Form 3)

FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Pentwater Capital Management LP
2. Date of Event Requiring Statement (Month/Day/Year)
02/20/2026
3. Issuer Name and Ticker or Trading Symbol
AVIS BUDGET GROUP, INC. [CAR]
(Last) (First) (Middle)
1001 10TH AVENUE SOUTH, SUITE 216
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed (Month/Day/Year)
(Street)
NAPLES, FL 34102
6. Individual or Joint/Group Filing (Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock, par value $0.01 per share ("Common Stock") 3,562,100 I See footnote(1)
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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 control number.
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Put Option (right to sell) (2) 03/20/2026 Common Stock 60,000 $110 I See footnote(1)
Put Option (obligation to buy) (2) 03/20/2026 Common Stock 1,744,800 $110 I See footnote(1)
Put Option (obligation to buy) (2) 03/20/2026 Common Stock 436,700 $120 I See footnote(1)
Put Option (obligation to buy) (2) 03/20/2026 Common Stock 679,300 $125 I See footnote(1)
Put Option (obligation to buy) (2) 03/20/2026 Common Stock 255,000 $130 I See footnote(1)
Put Option (obligation to buy) (2) 03/20/2026 Common Stock 5,400 $150 I See footnote(1)
Call Option (obligation to sell) (2) 03/20/2026 Common Stock 60,000 $150 I See footnote(1)
Call Option (obligation to sell) (2) 03/20/2026 Common Stock 1,113,800 $150 I See footnote(1)
Call Option (obligation to sell) (2) 03/20/2026 Common Stock 100,000 $240 I See footnote(1)
Call Option (obligation to sell) (2) 03/20/2026 Common Stock 1,230,300 $260 I See footnote(1)
Call Option (obligation to sell) (2) 03/20/2026 Common Stock 615,000 $270 I See footnote(1)
Call Option (obligation to sell) (2) 03/20/2026 Common Stock 835,000 $280 I See footnote(1)
Call Option (obligation to sell) (2) 03/20/2026 Common Stock 370,000 $290 I See footnote(1)
Call Option (obligation to sell) (2) 03/20/2026 Common Stock 10,000 $310 I See footnote(1)
Cash-Settled Total Return Swap(3)(9) (2) 10/15/2027 Common Stock 1,700,000 (3) I See footnote(1)
Cash-Settled Total Return Swaps(4)(9) (2) 04/15/2027 Common Stock 1,833,910 (4) I See footnote(1)
Cash-Settled Total Return Swaps(5)(9) (2) 08/04/2027 Common Stock 11,775 (5) I See footnote(1)
Cash-Settled Total Return Swaps(6)(9) (2) 01/25/2027 Common Stock 200 (6) I See footnote(1)
Cash-Settled Total Return Swaps(7)(9) (2) 10/08/2027 Common Stock 4,926,815 (7) I See footnote(1)
Cash-Settled Total Return Swaps(8)(9) (2) 09/01/2028 Common Stock 1,625,773 (8) I See footnote(1)
Cash-Settled Total Return Swaps(8)(9) (2) 03/03/2028 Common Stock 24,227 (8) I See footnote(1)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Pentwater Capital Management LP
1001 10TH AVENUE SOUTH, SUITE 216
NAPLES, FL 34102
X

Signatures

Pentwater Capital Management LP, By: /s/ MCH PWCM Holdings Inc., General Partner, By: Matthew Halbower, Chief Executive Officer 02/24/2026
**Signature of Reporting Person Date
/s/ Matthew Halbower 02/24/2026
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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).
(1) This Form 3 is filed by Pentwater Capital Management LP ("PCM") and Matthew Halbower ("Mr. Halbower") (collectively, the "Reporting Persons") with respect to securities held by certain funds (the "Pentwater Funds") to which PCM serves as investment adviser. Mr. Halbower is the sole shareholder of MCH PWCM Holdings Inc., the general partner of PCM. Each of the foregoing disclaims beneficial ownership in the securities reported on this Form 3 except to the extent of its or his pecuniary interest, if any, therein, and this report shall not be deemed to be an admission that such Reporting Person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
(2) Exercisable at any time.
(3) The Pentwater Funds previously entered into certain cash-settled total return swap agreements with an unaffiliated third-party financial institution with reference prices ranging from $86.3952 to $160.438267.
(4) The Pentwater Funds previously entered into certain cash-settled total return swap agreements with an unaffiliated third-party financial institution with reference prices ranging from $69.6485 to $167.5098.
(5) The Pentwater Funds previously entered into certain cash-settled total return swap agreements with an unaffiliated third-party financial institution with reference prices ranging from $118.05 to $161.2783.
(6) The Pentwater Funds previously entered into certain cash-settled total return swap agreements with an unaffiliated third-party financial institution with a reference price of $121.2708.
(7) The Pentwater Funds previously entered into certain cash-settled total return swap agreements with an unaffiliated third-party financial institution with reference prices ranging from $57.0355 to $203.88.
(8) The Pentwater Funds previously entered into certain cash-settled total return swap agreements with an unaffiliated third-party financial institution with reference prices ranging from $59.48 to $155.4712.
(9) The swap agreements shall continue until terminated as elected by the parties and currently have an initial reference termination date as set forth in column (2). The swap agreements provide the Pentwater Funds with economic results that are comparable to the economic results of ownership but do not provide them or the Reporting Persons with the power to vote or direct the voting or dispose of or direct the disposition of the shares that are referenced in the swap agreements (such shares, the "Subject Shares"). The Reporting Persons disclaims beneficial ownership of the Subject Shares except to the extent of its or his pecuniary interest therein, if any.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
Avis Budget Group Inc. published this content on February 24, 2026, and is solely responsible for the information contained herein. Distributed via EDGAR on February 25, 2026 at 02:37 UTC. If you believe the information included in the content is inaccurate or outdated and requires editing or removal, please contact us at [email protected]