UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of Earliest Event Reported): May 26, 2023 (
(Exact name of registrant as specified in its charter)
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
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| Item 5.07 | Submission of Matters to a Vote of Security Holders. |
On May 24, 2023, Avis Budget Group, Inc. (the “Company”) held its 2023 Annual Meeting of Shareholders. The following matters were submitted to a vote of shareholders and the voting results were as follows:
| (1) | Election of Directors: The six nominees named in the Company’s 2023 proxy statement were elected to serve a one-year term expiring in 2024 and until their successors are duly elected and qualified or until their earlier resignation or removal, based upon the following votes: |
|
Director Nominee |
Votes For | Votes Against | Abstentions |
Broker Non-Votes | ||||
| Bernardo Hees | 32,466,737 | 1,291,802 | 14,948 | 2,563,570 | ||||
| Jagdeep Pahwa | 32,523,293 | 1,208,615 | 41,579 | 2,563,570 | ||||
| Anu Hariharan | 27,808,505 | 5,924,095 | 40,887 | 2,563,570 | ||||
| Lynn Krominga | 27,164,728 | 6,593,490 | 15,269 | 2,563,570 | ||||
| Glenn Lurie | 26,857,658 | 6,900,248 | 15,581 | 2,563,570 | ||||
| Karthik Sarma | 33,216,637 | 541,818 | 15,032 | 2,563,570 |
| (2) | Ratification of Appointment of Independent Registered Accounting Firm: The appointment of Deloitte & Touche LLP to serve as the Company’s independent registered accounting firm for fiscal year 2023 was ratified as follows: |
| Votes For | Votes Against | Abstentions | ||
| 35,869,929 | 446,354 | 20,773 |
| (3) | Advisory Approval of the Compensation of our Named Executive Officers: The proposal to approve, on an advisory basis, the compensation of the Company’s named executive officers, as described in the Company’s 2023 proxy statement, was approved by the following votes: |
| Votes For | Votes Against | Abstentions |
Broker Non-Votes | |||
| 31,331,350 | 2,401,155 | 40,982 | 2,563,570 |
| (4) | Advisory Vote on the Frequency of the Advisory Vote on Executive Compensation: A majority of the Company’s shareholders recommended, on a non-binding advisory basis, to hold an advisory vote on the compensation of the Company’s named executive officers on an annual basis, by the votes set forth in the table below: |
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One-Year Frequency Vote |
Two-Year Frequency Vote |
Three-Year Frequency Vote |
Abstentions | Broker Non-Votes | ||||
| 33,163,613 | 34,766 | 544,065 | 31,043 | 2,563,570 |
Based on these results, and consistent with the Company’s recommendation, the Board of Directors has determined to continue to hold an advisory vote on executive compensation on an annual basis (i.e., every year).
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereto duly authorized.
| AVIS BUDGET GROUP, INC. | |||
| By: | /s/ Jean M. Sera | ||
| Name: | Jean M. Sera | ||
| Title: | Senior Vice President, General Counsel, Chief Compliance Officer and Corporate Secretary | ||
Date: May 26, 2023