Avis Budget Group: SEC Filing

View:

SEC FORM 3 SEC 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

OMB APPROVAL

OMB Number:			3235-0104
Estimated average burden
hours per response:			0.5

1. Name and Address of Reporting Person^*

SRS Investment Management, LLC

(Last)

(First)

(Middle)

1 BRYANT PARK

39TH FLOOR

(Street)

NEW YORK

10036

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
05/04/2017

3. Issuer Name and Ticker or Trading Symbol
AVIS BUDGET GROUP, INC. [ CAR ]

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 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 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	8,500,000	I	See footnotes⁽¹⁾⁽²⁾

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: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Equity Swap (obligation to buy)	⁽³⁾	05/13/2020	Common Stock, par value $0.01	1,750,723	27.22	I	See footnotes⁽¹⁾⁽²⁾
Equity Swap (obligation to buy)	⁽³⁾	12/18/2019	Common Stock, par value $0.01	1,588,800	26.4	I	See footnotes⁽¹⁾⁽²⁾
Equity Swap (obligation to buy)	⁽³⁾	01/11/2019	Common Stock, par value $0.01	45,460	27.57	I	See footnotes⁽¹⁾⁽²⁾
Equity Swap (obligation to buy)	⁽³⁾	01/11/2019	Common Stock, par value $0.01	1,376,795	39.99	I	See footnotes⁽¹⁾⁽²⁾
Equity Swap (obligation to buy)	⁽³⁾	01/11/2019	Common Stock, par value $0.01	1,621,445	40.03	I	See footnotes⁽¹⁾⁽²⁾
Equity Swap (obligation to buy)	⁽³⁾	02/25/2019	Common Stock, par value $0.01	134,494	23.52	I	See footnotes⁽¹⁾⁽²⁾
Equity Swap (obligation to buy)	⁽³⁾	02/25/2019	Common Stock, par value $0.01	2,565	23.88	I	See footnotes⁽¹⁾⁽²⁾
Equity Swap (obligation to buy)	⁽³⁾	02/25/2019	Common Stock, par value $0.01	24,755	25.89	I	See footnotes⁽¹⁾⁽²⁾
Equity Swap (obligation to buy)	⁽³⁾	02/25/2019	Common Stock, par value $0.01	20,109	26	I	See footnotes⁽¹⁾⁽²⁾
Equity Swap (obligation to buy)	⁽³⁾	02/25/2019	Common Stock, par value $0.01	21,894	26.14	I	See footnotes⁽¹⁾⁽²⁾
Equity Swap (obligation to buy)	⁽³⁾	02/25/2019	Common Stock, par value $0.01	1,283,690	26.3	I	See footnotes⁽¹⁾⁽²⁾
Equity Swap (obligation to buy)	⁽³⁾	02/25/2019	Common Stock, par value $0.01	1,512,493	26.41	I	See footnotes⁽¹⁾⁽²⁾
Equity Swap (obligation to buy)	⁽³⁾	01/21/2020	Common Stock, par value $0.01	1,120,800	25	I	See footnotes⁽¹⁾⁽²⁾
Equity Swap (obligation to buy)	⁽³⁾	01/21/2020	Common Stock, par value $0.01	1,282,400	30	I	See footnotes⁽¹⁾⁽²⁾
Equity Swap (obligation to buy)	⁽³⁾	05/18/2020	Common Stock, par value $0.01	2,160,806	27.24	I	See footnotes⁽¹⁾⁽²⁾
Equity Swap (obligation to buy)	⁽³⁾	05/18/2020	Common Stock, par value $0.01	2,544,771	27.55	I	See footnotes⁽¹⁾⁽²⁾
Option (Right to buy)	⁽³⁾	01/18/2019	See footnote⁽⁴⁾	4,000	50	I	See footnotes⁽¹⁾⁽²⁾
Option (Right to buy)	⁽³⁾	01/19/2018	See footnote⁽⁴⁾	4,000	40	I	See footnotes⁽¹⁾⁽²⁾

Explanation of Responses:

1. SRS Investment Management, LLC, a Delaware limited liability company, ("SRS") serves as investment manager to certain investment funds (the "Funds") and has investment discretion with respect to the securities reported herein which are held by the Funds. SRS Investment Management, LP ("SRS IM"), a Delaware limited partnership, is the managing member of the Investment Manager. SRS Investment Management GP, LLC, a Delaware limited liability company ("SRS IM GP"), is the general partner of SRS IM. Karthik R. Sarma, an Indian citizen ("Mr. Sarma," and together with SRS, the "Reporting Persons") is the managing member and principal of SRS IM GP. In such capacities, Mr. Sarma and the Investment Manager may be deemed to have voting and dispositive power with respect to the shares of Common Stock held for the Funds.

2. The filing of this statement shall not be deemed an admission that any of the Reporting Persons is the beneficial owner of the securities reported herein for purposes of Section 16 of the Securities Act of 1934, as amended, or otherwise. Each of the Reporting Persons expressly disclaims beneficial ownership of the securities reported herein except to the extent of its or his pecuniary interest therein.

3. These cash-settled equity swaps can be settled at any time before the expiration date.

4. The options may be settled in cash or in cash-settled equity swaps. If the options are settled in cash, the Funds will be entitled to a dollar amount equal to the aggregate number of option contracts multiplied by the difference between the market price of the Common Stock at the time of settlement and the reference price of the option (the "Cash Amount"). If the options are settled in cash-settled equity swaps, the Funds and the broker-dealer counterparties will enter into cash-settled equity swaps referencing either, at the election of the Funds, (1) a number of shares equal to the total number of shares to which the Reporting Persons have economic exposure to pursuant to the applicable option contract or (2) a number of shares equal to the Cash Amount divided by the market price of the Common Stock at the time of settlement.

	SRS INVESTMENT MANAGEMENT, LLC; by: /s/ David B. Zales, General Counsel by: /s/ Karthik R. Sarma	05/15/2017
	/s/ Karthik R. Sarma	05/15/2017
	** 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 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).
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.