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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549


Form 11-K

(Mark One)  

ý

ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 (
NO FEE REQUIRED)

For the fiscal year ended December 31, 2002

OR

o

TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 (NO FEE REQUIRED)

For the transition period from                             to                              

Commission File No. 1-11402


Avis Voluntary Investment Savings Plan
For Bargaining Hourly Employees
(Full title of the Plan)

Cendant Corporation
(Name of issuer of the securities held pursuant to the Plan)

9 West 57th Street
New York, New York 10019
(Address of principal executive office)





AVIS VOLUNTARY INVESTMENT SAVINGS PLAN FOR BARGAINING HOURLY EMPLOYEES

TABLE OF CONTENTS

 
  Page
INDEPENDENT AUDITORS' REPORT   1

FINANCIAL STATEMENTS:

 

 
 
Statements of Net Assets Available for Benefits as of December 31, 2002 and 2001

 

2
 
Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 2002

 

3
 
Notes to Financial Statements

 

4

SIGNATURES

 

8

EXHIBIT INDEX:

 

9
 
Consent of Deloitte & Touche LLP

 

 
 
Certification

 

 


INDEPENDENT AUDITORS' REPORT

To the Participants and Administrator of
Avis Voluntary Investment Savings Plan For Bargaining Hourly Employees:

We have audited the accompanying statements of net assets available for benefits of Avis Voluntary Investment Savings Plan for Bargaining Hourly Employees (the "Plan") as of December 31, 2002 and 2001, and the related statement of changes in net assets available for benefits for the year ended December 31, 2002. These financial statements are the responsibility of the Plan's management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, such financial statements present fairly, in all material respects, the net assets available for benefits of the Plan as of December 31, 2002 and 2001, and the changes in net assets available for benefits for the year ended December 31, 2002, in conformity with accounting principles generally accepted in the United States of America.

 
   
/s/  Deloitte & Touche LLP    
New York, New York
June 27, 2003
   

1


AVIS VOLUNTARY INVESTMENT SAVINGS PLAN FOR BARGAINING HOURLY EMPLOYEES

STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
DECEMBER 31, 2002 AND 2001

 
  2002
  2001
ASSETS:            
  Investments:            
    Interest in Avis Rent A Car, Inc. Voluntary Savings Plan
        Combined Fund Master Trust
  $ 18,843,388   $ 19,222,717
    Participant contributions receivable     64,287    
   
 

NET ASSETS AVAILABLE FOR BENEFITS

 

$

18,907,675

 

$

19,222,717
   
 

The accompanying notes are an integral part of these financial statements.

2


AVIS VOLUNTARY INVESTMENT SAVINGS PLAN FOR BARGAINING HOURLY EMPLOYEES

STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
YEAR ENDED DECEMBER 31, 2002

ADDITIONS TO NET ASSETS:        
  Contributions from participants   $ 1,274,958  
   
 
DEDUCTIONS FROM NET ASSETS:        
  Benefits paid to participants     1,557,888  
  Administrative expenses     3,215  
  Net investment loss from interest in        
    Avis Rent A Car, Inc. Voluntary Savings Plan Combined Fund Master Trust     28,897  
   
 
      Total deductions     1,590,000  
   
 
NET DECREASE IN NET ASSETS AVAILABLE FOR BENEFITS     (315,042 )

NET ASSETS AVAILABLE FOR BENEFITS:

 

 

 

 
  BEGINNING OF YEAR     19,222,717  
   
 
 
END OF YEAR

 

$

18,907,675

 
   
 

The accompanying notes are an integral part of these financial statements.

3


AVIS VOLUNTARY INVESTMENT SAVINGS PLAN FOR BARGAINING HOURLY EMPLOYEES

NOTES TO FINANCIAL STATEMENTS

1.     DESCRIPTION OF THE PLAN

4


2.     SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

3.     INVESTMENT IN MASTER TRUST

5


 
  2002
  2001
 
Non interest-bearing cash   $ 176,931   $  
Interest-bearing cash     794,305     1,026,435  
Common stocks     200,173      
Mutual funds     25,098,044     128,898,160  
Common/collective trusts     14,037      
Guaranteed income contracts(*)     54,264,347     68,077,051  
Loans to participants     2,982,560     6,774,123  
Accrued income receivable     14,293      
   
 
 
  Total   $ 83,544,690   $ 204,775,769  
   
 
 
Plan's investment in the Master Trust   $ 18,843,388   $ 19,222,717  
   
 
 
Plan's investment in the Master Trust as a percentage of total     22.55 %   9.39 %

(*)
Represents investment contracts providing a guaranteed return on principal invested over a specified time period. Such investments are fully benefit responsive and are recorded at contract value, which equals principal plus accrued interest and approximates fair value. The crediting interest rates at December 31, 2002 for various investment contracts ranged from 6.19% to 9.83% and the average yield of these investments for the 2002 plan year was 6.21%.
 
  2002
 
Net investment loss:        
  Net (depreciation) appreciation in fair value of investments:        
    Common stocks   $ (73,446 )
    Mutual funds     (10,598,592 )
    Guaranteed income contracts     1,023,617  
    Common/collective trusts     (5,712 )
  Interest and dividend income     6,543,369  
   
 
      Net investment loss   $ (3,110,764 )
   
 
Plan's investment interest in the Master Trust   $ (28,897 )
   
 
Plan's investment interest in the Master Trust as a percentage of total     0.93 %

6


4.     FEDERAL INCOME TAX STATUS

5.     PARTY-IN-INTEREST TRANSACTIONS

6.     PLAN TERMINATION

7



SIGNATURES

    Avis Voluntary Investment Savings Plan
    For Bargaining Hourly Employees

 

 

BY:

/s/  
TERENCE P. CONLEY      
Terence P. Conley
Executive Vice President,
        Human Resources
Cendant Corporation

 

 

Cendant Corporation

 

 

BY:

/s/  
RONALD L. NELSON      
Ronald L. Nelson
Chief Financial Officer
Cendant Corporation

8



EXHIBIT INDEX

Exhibit No.

  Description


23.1

 

Consent of Deloitte & Touche LLP

99

 

Certification Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

9




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AVIS VOLUNTARY INVESTMENT SAVINGS PLAN FOR BARGAINING HOURLY EMPLOYEES
TABLE OF CONTENTS
INDEPENDENT AUDITORS' REPORT
SIGNATURES
EXHIBIT INDEX

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Exhibit 23.1

INDEPENDENT AUDITORS' CONSENT

We consent to the incorporation by reference in Registration Statement No. 333-98933 of Cendant Corporation on Form S-8 of our report dated June 27, 2003, appearing in this Annual Report on Form 11-K of the Avis Voluntary Investment Savings Plan for Bargaining Hourly Employees for the year ended December 31, 2002.

 
   
/s/ Deloitte & Touche LLP
New York, New York
June 30, 2003
   



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INDEPENDENT AUDITORS' CONSENT

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Exhibit 99


CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of the Avis Voluntary Investment Savings Plan for Bargaining Hourly Employees (the "Plan") on Form 11-K for the year ended December 31, 2002, as filed with the Securities and Exchange Commission on the date hereof (the "Report"), I, Terence P. Conley, Executive Vice President of Cendant Corporation and a Member of the Cendant Corporation Employee Benefits Committee, certify pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to my knowledge:

/s/ Terence P. Conley
Terence P. Conley
Executive Vice President of Cendant Corporation, Plan Administrator and Member of Cendant
        Corporation Employee Benefits Committee
June 30, 2003

A signed original of this written statement required by Section 906 has been provided to Cendant Corporation and will be retained by Cendant Corporation and furnished to the Securities and Exchange Commission or its staff upon request.





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CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002