UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
(Amendment No. 11)*
Under the Securities Exchange Act of 1934
|
AVIS BUDGET GROUP, INC.
|
|
(Name of Issuer)
|
|
Common Stock, par value $0.01 per share
|
|
(Title of Class of Securities)
|
|
053774105
|
|
(CUSIP Number)
|
|
David Zales
SRS Investment Management, LLC One Bryant Park 39th Floor New York, New York 10036 (212) 520-7900 |
|
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
|
|
April 7, 2020
|
|
(Date of Event which Requires Filing of this Statement)
|
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D,
and is filing this schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the following box. ☐
* The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
|
CUSIP No. 053774105
|
SCHEDULE 13D
|
Page 2 of 5
|
|
1
|
NAME OF REPORTING PERSON
SRS INVESTMENT MANAGEMENT, LLC
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☐
|
|
3
|
SEC USE ONLY
|
|
|
4
|
SOURCE OF FUNDS
AF
|
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware, United States
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
-0-
|
|
8
|
SHARED VOTING POWER
16,189,300 shares of Common Stock
|
|
|
9
|
SOLE DISPOSITIVE POWER
-0-
|
|
|
10
|
SHARED DISPOSITIVE POWER
16,189,300 shares of Common Stock
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,189,300 shares of Common Stock
|
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.3% *
|
|
|
14
|
TYPE OF REPORTING PERSON
IA, OO
|
|
___________
* Calculated based on 69,542,547 shares of outstanding common stock, par value $0.01, of the Issuer outstanding as of March 25, 2020, as reported in the
Issuer’s Proxy Statement for its 2020 Annual Meeting.
|
CUSIP No. 053774105
|
SCHEDULE 13D
|
Page 3 of 5
|
|
1
|
NAME OF REPORTING PERSON
KARTHIK R. SARMA
|
|
|
2
|
CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a) ☐
(b) ☐
|
|
3
|
SEC USE ONLY
|
|
|
4
|
SOURCE OF FUNDS
AF
|
|
|
5
|
CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or 2(e)
|
☐
|
|
6
|
CITIZENSHIP OR PLACE OF ORGANIZATION
India
|
|
|
NUMBER OF
SHARES
BENEFICIALLY
OWNED BY EACH
REPORTING PERSON
WITH
|
7
|
SOLE VOTING POWER
-0-
|
|
8
|
SHARED VOTING POWER
16,189,300 shares of Common Stock
|
|
|
9
|
SOLE DISPOSITIVE POWER
-0-
|
|
|
10
|
SHARED DISPOSITIVE POWER
16,189,300 shares of Common Stock
|
|
11
|
AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
16,189,300 shares of Common Stock
|
|
|
12
|
CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
☐
|
|
13
|
PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
23.3% *
|
|
|
14
|
TYPE OF REPORTING PERSON
IN
|
|
* Calculated based on 69,542,547 shares of outstanding common stock, par value $0.01, of the Issuer outstanding as of March 25, 2020, as reported in the
Issuer’s Proxy Statement for its 2020 Annual Meeting.
|
CUSIP No. 053774105
|
SCHEDULE 13D
|
Page 4 of 5
|
This Amendment No. 11 to Schedule 13D (this “Amendment No. 11”) relates to the Schedule 13D filed with
the Securities and Exchange Commission (the “SEC”) on January 25, 2016 (the “Initial 13D” and, as amended and supplemented through the date of this Amendment No. 11, collectively, the “Schedule 13D”) by the Reporting
Persons, relating to the common stock, par value $0.01 per share (the “Common Stock”), of Avis Budget Group, Inc., a Delaware corporation (the “Issuer”). Capitalized terms used herein and not otherwise defined in this Amendment
No. 11 have the meanings set forth in the Initial 13D.
This Amendment No. 11 amends Item 6 as set forth below:
Item 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO SECURITIES OF THE ISSUER
Item 6 of the Schedule 13D is hereby amended and supplemented by the addition of the following:
Between April 2 and April 7, 2020, the Funds entered into cash-settled equity swaps with broker-dealer
counterparties with respect to an additional 2,543,808 shares of Common Stock. Such swaps mature on April 10, 2023 and have reference prices ranging from $10.42 to $14.44. After giving effect to such transactions, the Reporting Persons may
be deemed to have economic exposure to an aggregate of 11,354,508 shares of Common Stock pursuant to cash-settled equity swaps. The Reporting Persons do not have voting power or dispositive power with respect to the shares of Common Stock
referenced in such swaps and disclaim beneficial ownership of the shares underlying such swaps.
|
CUSIP No. 053774105
|
SCHEDULE 13D
|
Page 5 of 5
|
SIGNATURES
After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the
information set forth in this statement is true, complete and correct.
Date: April 8, 2020
|
SRS INVESTMENT MANAGEMENT, LLC
|
|||
|
By:
|
/s/ David B. Zales
|
||
|
Name: David B. Zales
|
|||
|
Title: General Counsel
|
|||
|
/s/ Karthik R. Sarma
|
|||
|
KARTHIK R. SARMA
|
|||