HERTZ GLOBAL HOLDINGS, INC. AND SUBSIDIARIES

THE HERTZ CORPORATION AND SUBSIDIARIES

(DEBTORS-IN-POSSESSION)

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

We are exposed to a variety of market risks, including the effects of changes in interest rates (including credit spreads), foreign currency exchange rates and fluctuations in fuel prices. We manage our exposure to these market risks through our regular operating and financing activities and, when deemed appropriate, through the use of derivative financial instruments. Derivative financial instruments are viewed as risk management tools and have not been used for speculative or trading purposes. In addition, derivative financial instruments are entered into with a diversified group of major financial institutions in order to manage our exposure to counterparty nonperformance on such instruments.

As a result of our declining credit profile from the ~~COVID-19~~ impact ~~disclosed in Note 1, "Background,"~~from COVID-19, we are no longer able to enter into certain derivative financial instruments or renew existing derivative financial instruments in order to mitigate market risks arising from the effects of changes in foreign currency exchange rates and interest rates (including credit spreads). As a result, we have exposure to foreign currency exchange rate fluctuations on cross currency obligations, primarily intercompany loans. Assuming a hypothetical change of one percentage point to the foreign currency exchange rates on our intercompany loan balance as of ~~June 30, 2020,~~March 31, 2021, our pre-tax operating results would increase (decrease) by approximately $3 million.

Additionally, we were party to various interest rate caps (the "Interest Rate Caps") and an interest rate swap which have been unwound or terminated. The Interest Rate Caps were used to mitigate the cost at inception of purchased caps (the "Purchased Caps") on our variable rate HVF II U.S. ABS program debt. The Purchased Caps remain in place and provide protection against increases in rates on our variable rate HVF II U.S. ABS debt. As a result of terminating the Interest Rate Caps, we are no longer exposed to their associated market risk.

We were also party to an (receive fixed-pay floating) interest rate swap (the "Interest Rate Swap") to better match the mix of fixed and floating rate on our Donlen U.S. ABS program debt to the mix of fixed and floating rate assets (i.e. vehicle leases in our All Other Operations segment). The termination of the Interest Rate Swap may result in decreased earnings from variable rate leases in a declining rate environment, and as such, variable rate vehicle leases are now supported by a fixed rate cost of debt. We estimate the impact on our operations in our All Other Operations segment to be approximately a $5 million increase to interest expense in the second half of 2020.

Current year to date dispositions of Hertz Global's common stock by certain significant shareholders, as disclosed in Part I, Item 1 of this Quarterly Report on Form 10-Q in Note 13, "Related Party Transactions", likely resulted in an "ownership change" as that term is defined in Internal Revenue Code (“IRC”) Section 382. IRC Section 382 can limit the utilization of the federal and state net operating loss ("NOL") and tax credit carryforwards. We currently believe that this "ownership change" will not significantly impact our ability to utilize these U.S. tax attributes. However, there are numerous factors that are considered in the calculation of the IRC Section 382 limitation and, if one or several of these factors should be revised in the future, our ability to utilize our tax attributes could change.

Except for the effects described above and the impact from COVID-19 on the global economy, there have been no other material changes to the information reported under Part II, Item 7A, "Quantitative and Qualitative Disclosures About Market Risk," ~~included~~ in our ~~2019~~2020 Form 10-K.

ITEM 4. CONTROLS AND PROCEDURES

HERTZ GLOBAL

Evaluation of Disclosure Controls and Procedures

Our senior management has evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined under Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this Quarterly Report on Form 10-Q. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that as of ~~June 30,~~March 31, 2021, due to the identification of a material weakness in our internal control over financial reporting, as further described in Item 9A of our 2020 ~~our~~Form 10-K, the Company’s disclosure controls and procedures were ~~effective.~~not effective to provide reasonable assurance that the information required to be disclosed by us in the reports that we file or submit under the Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

During the three months ended March 31, 2021, we have taken, and continue to take, the actions described below to remediate our existing information technology general controls (“ITGCs”) material weakness, which have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

Our remediation efforts to address the material weakness associated with ITGCs, as further described in Item 9A of our 2020 Form 10-K, are ongoing. Management performed the following remediation actions during the three months ended March 31, 2021:

•Clarified and communicated roles for ITGC control owners and SOX project management team through confirming the identification of each control owner, reinforcing requirements and creating a culture of accountability to enforce the compliance of ITGCs.

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HERTZ GLOBAL HOLDINGS, INC. AND SUBSIDIARIES

THE HERTZ CORPORATION AND SUBSIDIARIES

(DEBTORS-IN-POSSESSION)

ITEM 4. CONTROLS AND PROCEDURES (CONTINUED)

~~Changes in Internal Control over~~•Began administering enhanced re-trainings for ITGC control owners regarding risks, controls and maintaining adequate evidence.

•Enhanced monitoring of ITGC design and operational effectiveness through implementing monthly remediation progress status dashboards with the Chief Information Officer and Chief Financial ~~Reporting~~Officer, which is summarized quarterly to the Audit Committee of the Board of Directors.

~~There~~Our remediation efforts were ~~no changes in our internal control over financial reporting that occurred~~ongoing during the three months ended ~~June 30, 2020~~March 31, 2021. To remediate our existing material weakness, we require additional time to complete the implementation of our remediation plans and demonstrate the effectiveness of our remediation efforts. The material weakness cannot be considered remediated until the applicable remedial controls operate for a sufficient period of time and management has concluded, through testing, that ~~materially affected, or~~these controls are ~~reasonably likely to materially affect, our internal control over financial reporting.~~operating effectively.

HERTZ

Evaluation of Disclosure Controls and Procedures

Our senior management has evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined under Exchange Act Rules 13a-15(e) and 15d-15(e)) as of the end of the period covered by this Quarterly Report on Form 10-Q. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that as of ~~June 30,~~March 31, 2021, due to the identification of a material weakness in our internal control over financial reporting, as further described in Item 9A of our 2020 ~~our~~Form 10-K, the Company’s disclosure controls and procedures were ~~effective.~~not effective to provide reasonable assurance that the information required to be disclosed by us int eh reports that we file or submit under the Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to management as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control over Financial Reporting

~~There were no changes in our internal control over financial reporting that occurred during~~During the three months ended ~~June 30, 2020 that~~March 31, 2021, we have taken, and continue to take, the actions described below to remediate our existing information technology general controls (“ITGCs”) material weakness, which have materially affected, or are reasonably likely to materially affect, ~~our~~the Company’s internal control over financial reporting.

•Began administering enhanced re-trainings for ITGC control owners regarding risks, controls and maintaining adequate evidence.

•Enhanced monitoring of ITGC design and operational effectiveness through implementing monthly remediation progress status dashboards with the Chief Information Officer and Chief Financial Officer, which is summarized quarterly to the Audit Committee of the Board of Directors.

Our remediation efforts were ongoing during the three months ended March 31, 2021. To remediate our existing material weakness, we require additional time to complete the implementation of our remediation plans and demonstrate the effectiveness of our remediation efforts. The material weakness cannot be considered remediated until the applicable remedial controls operate for a sufficient period of time and management has concluded, through testing, that these controls are operating effectively.

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HERTZ GLOBAL HOLDINGS, INC. AND SUBSIDIARIES

THE HERTZ CORPORATION AND SUBSIDIARIES

(DEBTORS-IN-POSSESSION)

PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Information related to the Chapter 11 Cases that were filed on May 22, 2020 is included in Note 1, "Background," in Part 1, Item 1 ~~Note 1, "Background," to the Notes to our unaudited condensed consolidated financial statements included in~~of this ~~Report.~~Quarterly Report on Form 10-Q.

For a description of certain pending legal proceedings see ~~Part I, Item 1,~~ Note 12, "Contingencies and Off-Balance Sheet Commitments," ~~to the Notes to our unaudited condensed consolidated financial statements included~~ in Part I, Item 1 of this ~~Report.~~Quarterly Report on Form 10-Q.

ITEM 1A. RISK FACTORS

~~We are in the process of Chapter 11 reorganization cases under the Bankruptcy Code, which may cause our common stock to decrease in value or may render our common stock worthless.~~

On May 22, 2020, we filed voluntary petitions under Chapter 11 of the Bankruptcy Code in the Bankruptcy Court, thereby commencing the Chapter 11 Cases for certain debtors, including Hertz Global. The pricePart I, Item 1A,“Risk Factors,” of our ~~common stock has been volatile following~~2020 Form 10-K for the commencement of the Chapter 11 Cases and may decrease in value or become worthless. Accordingly, any trading in our common stock during the pendency of our Chapter 11 Cases is highly speculative and poses substantial risks to purchasers of our common stock. Recoveries in the Chapter 11 Cases for holders of common stock, if any, will depend upon our ability to negotiate and confirm a plan, the terms of such plan, the recovery ofyear ended December 31, 2020, includes certain risk factors that could materially affect our business, from the COVID-19 pandemic, if any, and the value of our assets. Although we cannot predict how our common stock will be treated under a plan, we expect that common stock holders would not receive a recovery through any plan unless the holders of more senior claims and interests, suchfinancial condition, or future results. There have been no material changes in those risk factors, except as secured and unsecured indebtedness, are paid in full, which would require a significant and rapid and currently unanticipated improvement in business conditions to pre-COVID-19 or close to pre-COVID-19 levels. We also expect our stockholders’ equity to decrease as we use cash on hand to support our operations in bankruptcy. Consequently, there is a significant risk that the holders of our common stock will receive no recovery under the Chapter 11 Cases and that our common stock will be worthless.listed below:

As a result of the Chapter 11 Cases, we are subject to the risks and uncertainties associated with Chapter 11 Cases and operating under Chapter 11 may restrict our ability to pursue strategic and operational initiatives.

For the duration of the Chapter 11 Cases, our operations and our ability to execute our business strategy will be subject to the risks and uncertainties associated with bankruptcy. These risks include:

•our ability to obtain Bankruptcy Court approval with respect to motions filed in the Chapter 11 Cases from time to time;

•our ability to comply with and operate under the requirements and constraints of the Bankruptcy Code and under any cash management, cash collateral, adequate protection, or other orders entered by the Bankruptcy Court from time to time;

•our ability to engage in intercompany transactions and to fund operations from cash on hand or from financings and, in the event of such financings, our ability to comply with the terms of such financings;

•our ability to ~~negotiate~~receive Bankruptcy Court approval of the Proposed Plan and our ability to consummate ~~a Chapter 11 plan;~~the Proposed Plan, each on an acceptable timeline;

•our ability to develop, fund, and execute our business plan; and

•our ability to continue as a going concern.

These risks and uncertainties could affect our business and operations in various ways. For example, negative events or publicity associated with the Chapter 11 Cases could adversely affect our relationships with our suppliers, customers and employees. In particular, critical vendors, suppliers, and/or customers may determine not to do business with us due to the Chapter 11 Cases and we may not be successful in securing alternative sources. Also,

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~~HERTZ GLOBAL HOLDINGS, INC. AND SUBSIDIARIES~~

~~THE HERTZ CORPORATION AND SUBSIDIARIES~~

~~(DEBTORS-IN-POSSESSION)~~

~~ITEM 1A. RISK FACTORS (CONTINUED)~~

transactions outside the ordinary course of business are subject to the prior approval of the Bankruptcy Court, which may limit our ability to respond timely to certain events or take advantage of opportunities. Additionally, uncertainty with respect to intercompany transactions may negatively impact our captive insurance companies’ ability to meet insurance regulatory requirements. Because of the risks and uncertainties associated with the Chapter 11 Cases, we cannot predict or quantify the ultimate impact that events occurring during the Chapter 11 process may have on our business, financial condition and results of operations, and there is no certainty as to our ability to continue as a going concern.

We may not be able to ~~maintain a listing~~obtain Bankruptcy Court confirmation of ~~our common stock on~~ the ~~New York Stock Exchange (“NYSE”).~~Proposed Plan or may have to modify the terms of the Proposed Plan.

~~On May 26, 2020,~~The Proposed Plan, which we ~~received~~filed with the Bankruptcy Court, is subject to approval by each class of holders of claims and interests entitled to vote. Even if they approve the Proposed Plan, the Bankruptcy Court, which, as a ~~letter from~~

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HERTZ GLOBAL HOLDINGS, INC. AND SUBSIDIARIES

THE HERTZ CORPORATION AND SUBSIDIARIES

(DEBTORS-IN-POSSESSION)

ITEM 1A. RISK FACTORS (CONTINUED)

court of equity, may exercise substantial discretion, may choose not to confirm the ~~staff~~Proposed Plan. Bankruptcy Code Section 1129 requires, among other things, a showing that confirmation of ~~NYSE Regulation stating~~the Proposed Plan will not be followed by liquidation or the need for further financial reorganization for us, and that ~~it had determined~~the value of distributions to ~~commence proceedings to delist our common stock from~~dissenting holders of claims and interests will not be less than the ~~NYSE. NYSE Regulation reached its decision that~~value such holders would receive if we, ~~are no longer suitable for listing pursuant to NYSE Listed Company Manual Section 802.01D after our disclosure on May 22, 2020 that we have filed voluntary petitions for reorganization~~the Debtors, liquidated under Chapter 117 of the Bankruptcy Code. ~~We appealed~~Although we believe that the ~~determination in a timely manner and requested a hearing before the NYSE. At this time, our common stock~~Proposed Plan will ~~continue to~~satisfy such tests, there can be ~~listed and trade on the NYSE pending resolution of such appeal. We cannot provide any~~no assurance as to the ultimate resolution of the appeal. Delisting our common stock may adversely impact its liquidity, impair our stockholders’ ability to buy and sell our common stock, impair our ability to raise capital, and the market price of our common stock could decrease. Delisting our common stock could also adversely impact the perception of our financial condition and have additional negative ramifications, including further loss of confidence by our employees, the loss of institutional investor interest and fewer business opportunities.

Prosecution of the Chapter 11 Cases has consumed and will continue to consume a substantial portion of the time and attention of our management, which may have an adverse effect on our business and results of operations, and we may face increased levels of employee attrition.

While the Chapter 11 Cases continue, our management will be required to spend a significant amount of time and effort focusing on the cases. This diversion of attention may materially adversely affect the conduct of our business, and, as a result, our financial condition and results of operations, particularly if the Chapter 11 Cases are protracted. During the Chapter 11 Cases, our employees will face considerable distraction and uncertainty and we may experience increased levels of employee attrition. A loss of key personnel or material erosion of employee morale could have a materially adverse effect on our ability to meet customer expectations, thereby adversely affecting our business and results of operations. The failure to retain or attract members of our management team and other key personnel could impair our ability to execute our strategy and implement operational initiatives, thereby having a material adverse effect on our financial condition and results of operations.

If we are unable to negotiate and confirm a Chapter 11 plan of reorganization, we could be required to liquidate under chapter 7 (“Chapter 7”) of the Bankruptcy Code in which case our common stock would likely be worthless.

~~We have not yet negotiated a plan of reorganization with our creditors. If we are unable to negotiate a plan of reorganization~~ that ~~will result in our remaining a going concern, upon a showing of cause,~~ the Bankruptcy Court ~~may convert~~will reach the ~~Chapter 11 Cases~~same conclusion or that modifications to ~~cases under Chapter 7. In~~the Proposed Plan will not be required for confirmation or that such ~~event, a Chapter 7 trustee~~modifications would ~~be appointed or elected to liquidate our assets for distribution to creditors in accordance with the priorities established by the Bankruptcy Code. Holders~~not necessitate re-solicitation of ~~our common stock would likely lose their entire investment in a Chapter 7 bankruptcy.~~votes.

Our post-bankruptcy capital structure is yet to be ~~determined,~~confirmed, and any changes to our capital structure may have a material adverse effect on existing debt and equity security holders.

Our post-bankruptcy capital structure has yet to be ~~determined~~confirmed and will be set pursuant to a plan that requires Bankruptcy Court approval. The reorganization of our capital structure may include exchanges of new debt or equity securities for our existing debt, equity securities, and claims against us. Such new debt may be issued at different interest rates, payment schedules and maturities than our existing debt securities. Existing equity securities are

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~~HERTZ GLOBAL HOLDINGS, INC. AND SUBSIDIARIES~~

~~THE HERTZ CORPORATION AND SUBSIDIARIES~~

~~(DEBTORS-IN-POSSESSION)~~

~~ITEM 1A. RISK FACTORS (CONTINUED)~~

subject to a high risk of being cancelled. We have negotiated the Proposed Plan with our creditors and have selected a group of private equity sponsors to provide the equity capital to fund our exit from Chapter 11. Under the Proposed Plan and the terms of the sponsors’ proposed investment, our existing equity will be extinguished and cancelled, and holders of our existing common stock will be entitled to warrants exercisable for equity in the reorganized entity. The success of a reorganization through any such exchanges or modifications will depend on approval by the Bankruptcy Court and the willingness of existing debt and equity security holders to agree to the exchange or modification, subject to the provisions of the Bankruptcy Code, and there can be no guarantee of success. If such exchanges or modifications are successful, holders of our debt or of claims against us may find their holdings no longer have any value or are materially reduced in value, or they may be converted to equity and be diluted or may be modified or replaced by debt with a principal amount that is less than the outstanding principal amount, longer maturities and reduced interest rates. ~~Holders~~While holders of our existing common stock ~~may also find~~are expected to be entitled to certain rights pursuant to the Proposed Plan, there is no guarantee that ~~their holdings no longer have~~the plan will be approved or consummated and that any ~~value and face highly uncertain or no recoveries under a plan.~~equity recovery will be realized. There can be no assurance that any new debt or equity securities will maintain their value at the time of issuance.

If our existing ~~debt or equity holders are~~Plan Support Agreement is terminated, our ability to confirm and consummate the Proposed Plan could be materially and adversely ~~affected~~affected.

We have executed and entered into a Plan Support Agreement with our plan sponsors pursuant to which the parties thereto have agreed to take certain actions to support the prosecution and consummation of the Proposed Plan on the terms and conditions set forth in the Plan Support Agreement. The Plan Support Agreement contains a number of termination events, upon the occurrence of which certain parties to the Plan Support Agreement may terminate the agreement. If the Plan Support Agreement is terminated as to all parties thereto, each of the parties thereto will be released from its obligations in accordance with the terms of the Plan Support Agreement. Such termination may result in the loss of support for the Proposed Plan by ~~a reorganization, it may~~the parties to the Plan Support Agreement, which could adversely affect our ability to ~~issue new debt or equity in~~confirm and consummate the ~~future. Although we cannot predict how~~Proposed Plan. If the ~~claims and interests~~Proposed Plan is not consummated following termination of ~~stakeholders in~~the Plan Support Agreement, there can be no assurance that the Chapter 11 Cases ~~including~~would not be converted to Chapter 7 liquidation cases or that any new Chapter 11 plan would be as favorable to holders of ~~common stock, will ultimately be resolved, we expect that common stock holders will not receive a recovery through any plan unless~~claims against us as contemplated by the holders of more senior claims and interests, such as secured and unsecured indebtedness (which is currently trading at a significant discount), are paid in full. Consequently, there is a significant risk that the holders of our common stock would receive no recovery under the Chapter 11 Cases and that our common stock will be worthless.Plan Support Agreement.

~~Any Chapter 11 plan that we may implement will likely be~~The Proposed Plan is based in large part upon assumptions and analyses developed by us. If these assumptions and analyses prove to be incorrect, or adverse market conditions persist or worsen, ~~our plan~~the Proposed Plan may be unsuccessful in its execution.

~~Any Chapter 11 plan that we may implement will affect both our capital structure and the ownership, structure and operation of our remaining businesses and will likely reflect~~The Proposed Plan reflects assumptions and analyses based on our experience and perception of historical trends, current conditions and expected future developments, as well as other factors that we consider appropriate under the circumstances. Whether actual future results and developments will be consistent with our expectations and

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HERTZ GLOBAL HOLDINGS, INC. AND SUBSIDIARIES

THE HERTZ CORPORATION AND SUBSIDIARIES

(DEBTORS-IN-POSSESSION)

ITEM 1A. RISK FACTORS (CONTINUED)

assumptions depends on a number of factors, including but not limited to ~~(i) our ability to substantially change our capital structure; and (ii)~~ the overall strength and stability of general economic conditions, both in the U.S. and in global markets. The failure of any of these factors could materially adversely affect the successful reorganization of our businesses.

In addition, ~~any plan of reorganization will likely rely~~the Proposed Plan relies upon financial ~~projections, including with respect to revenues, consolidated adjusted EBITDA, capital expenditures, debt service and cash flow.~~projections. Financial forecasts are necessarily speculative, and it is likely that one or more of the assumptions and estimates that are the basis of these financial forecasts will not be accurate. In our case, the forecasts will be even more speculative than normal, because they ~~may~~ involve fundamental changes in the nature of our capital structure. Additionally, the impact of the COVID-19 pandemic on the travel industry in general, and on us, make it even more challenging than usual to develop forecasts on business. Accordingly, we expect that our actual financial condition and results of operations will differ, perhaps materially, from what we have anticipated. Consequently, there can be no assurance that the results or developments contemplated by any plan of reorganization we may implement will occur or, even if they do occur, that they will have the anticipated effects on us and our subsidiaries or our businesses or operations. The failure of any such results or developments to materialize as anticipated could materially adversely affect the successful implementation of ~~any plan~~the Proposed Plan.

The continuing semiconductor microchip manufacturing shortage may be disruptive to our vehicle rental business and may adversely affect our business, results of ~~reorganization.~~operations and financial condition.

Increased demand for semiconductor microchips ("Chips") in 2020, due in part to COVID-19 and an increased use of electronic equipment that use these Chips, has resulted in a severe shortage of Chips in early 2021. These same Chips and microprocessors are used in a variety of automobile parts, including in the control of engines and transmissions. As a result, various automotive manufacturers have been forced to delay or stall new vehicle production. If efforts to address the shortage of Chips by the industry and government entities are unsuccessful, there may be further delays in new vehicle production. Consequently, there is no guarantee that we can purchase a sufficient number of new vehicles at competitive prices and on competitive terms and conditions. If we are unable to obtain a sufficient supply of new vehicles, or if we obtain less favorable pricing and other terms during the acquisition of vehicles and are unable to recover from the increased costs then our results of operations, financial condition, liquidity and cash flows may be materially adversely affected. If we are unable to purchase new vehicles at competitive prices, increased maintenance costs in relation to our existing fleet may put further pressure on our results of operations and financial condition.

The continued uncertainty about the duration of the negative impact from COVID-19 in our industry may disrupt our employee retention and talent management strategies and affect our business operations.

We develop and maintain a talent management strategy that defines current and future talent requirements (e.g., experience, skills, location requirements, timing, etc.) based on our strategic direction, coordinated recruiting and development plans across businesses and regions and considers employee mobility, centers of excellence and shared service concepts to optimize resource plans and leverage labor arbitrage.

COVID-19 has created uncertainty with respect to the return to the workforce which affects our employee retention and talent management strategies. We cannot predict with certainty how the post-COVID return to workforce measures will affect our employee retention and talent management strategies. The consequences that may ~~be subject~~result from continued disruptions or a failure of our employee retention and talent management strategies can include inadequate staffing levels, inability to ~~claims that will not be discharged in the Chapter 11 cases, which~~support bankruptcy and emergence strategy, lack of key talent, declining product quality and competitive differentiation, or eroding employee morale and productivity.

We expect substantial cost savings from our ongoing strategic initiatives, and if we are unable to achieve these cost savings, or sustain our current cost structure, it could have a material adverse effect on our ~~financial condition and~~business operations, results of ~~operations.~~operations and financial condition.

~~The Bankruptcy Code provides that the confirmation of a Chapter 11 plan of reorganization discharges a debtor from substantially~~We have not yet realized all ~~debts arising prior to confirmation. With few exceptions, all claims that arose prior to confirmation~~ of the ~~plan~~cost savings we expect to achieve from our ongoing strategic initiatives. A variety of ~~reorganization (i) would be subject~~risks could cause us not to ~~compromise and/or treatment under~~realize the ~~plan of reorganization and (ii) would be discharged in accordance with the Bankruptcy Code and the terms of the plan of reorganization. Any claims~~expected cost savings, including but not ~~ultimately discharged through a Chapter 11 plan of reorganization could be asserted~~limited to, higher than expected

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HERTZ GLOBAL HOLDINGS, INC. AND SUBSIDIARIES

THE HERTZ CORPORATION AND SUBSIDIARIES

(DEBTORS-IN-POSSESSION)

ITEM 1A. RISK FACTORS (CONTINUED)

~~against~~severance costs; higher than expected retention costs for continuing employees; higher than expected stand-alone overhead expenses; delays in the ~~reorganized entities~~anticipated timing of activities related to our cost-savings plans; and ~~may have an adverse effect on our financial condition and results of operations on a post-reorganization basis.~~

~~Operating in bankruptcy for a long period of time may harm~~other unexpected disruptions to our business.

A long period of operations in the Chapter 11 Cases under Bankruptcy Court protection could have a material adverse effect on our business, financial condition, results of operations, and liquidity. So long as the Chapter 11 Cases continue, senior management will be required to spend a significant amount of time and effort dealing with the reorganization instead of focusing exclusively on business operations. A prolonged period of operating under Bankruptcy Court protection also may make it more difficult to retain management and other key personnel necessary to the success of our business. In addition, the longer the Chapter 11 Cases continue, the more likely it is that customers and suppliers will lose confidence in our ability to reorganize our business successfully and will seek to establish alternative commercial relationships.

So long as the Chapter 11 Cases continue, we will be required to incur substantial costs for professional fees and other expenses associated with the administration of the Chapter 11 Cases, including potentially the cost of litigation. In general, litigation can be expensive and time consuming to bring or defend against. Such litigation could result in settlements or damages that could significantly affect our financial results. It is also possible that certain parties will commence litigation with respect to the treatment of their claims under a plan. It is not possible to predict the potential litigation that we may become party to, nor the final resolution of such litigation. The impact of any such litigation on our business and financial stability, however, could be material.

Should the Chapter 11 Cases be protracted, we may also need to seek new financing to fund operations. If we are unable to obtain such financing on favorable terms or at all, the chances of confirming a Chapter 11 plan may be seriously jeopardized and the likelihood that we will instead be required to liquidate our assets may increase.

~~There is no certainty as to amount of vehicle lease payments we will be required to make during the pendency of the bankruptcy case.~~

We leased the bulk of our vehicles used in our United States rental car operations under the Operating Lease. The Operating Lease requires material monthly rental payments for the use of the vehicles, and those rental payments may vary significantly under the terms of the Operating Lease. Prior to the filing of the Chapter 11 Cases, we failed to make the April 2020 rent payment under the Operating Lease, and the lessor has a prepetition claim for the unpaid April rent. In addition, under Section 365 of the Bankruptcy Code, we were not required to make, and did do not make, the May and June 2020 rent payments. Ultimately, the lessor will have the right to seek an administrative claim against us for an amount that the Bankruptcy Court determines to be equal to the actual and necessary benefit to us for the use of the vehicles during this period. We cannot predict the amount of such claim.

On June 11, 2020, we filed a motion with the Bankruptcy Court to reject the leases of approximately 144,000 cars under the Operating Lease (the “Rejection Motion”). On July 24, 2020, the Bankruptcy Court entered an order (the “Order”) that contained an interim settlement and agreement to suspend litigation relating to the Rejection Motion until January 15, 2020, as well as other issues related to the Operating Lease.

~~The Order provides that:~~

•THC in its capacity as servicer, shall dispose of at least 182,521 lease vehicles between June 1, 2020 and December 31, 2020, inclusive. The proceeds of the dispositions, subject to certain exclusions set forth in the order, will be used to repay debt incurred under THC’s asset backed finance facility (the “ABS”);

•THC, in its capacity as lessee, will pay in cash a total of $650 million of rent in equal monthly installments from July to December, which rent will result in additional principal payments on the ABS;

•~~Interest payments on the debt incurred under the ABS will be funded from draws on certain existing letters of credit, which are reimbursable by the Debtors;~~

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~~HERTZ GLOBAL HOLDINGS, INC. AND SUBSIDIARIES~~

~~THE HERTZ CORPORATION AND SUBSIDIARIES~~

~~(DEBTORS-IN-POSSESSION)~~

~~ITEM 1A. RISK FACTORS (CONTINUED)~~

•~~The Debtors will pay certain reasonable and documented fees and expenses of advisors to the ABS creditors (including the agent and trustee), as well as additional fees to the agent under the ABS; and~~

•~~Litigation relating to the Operating Lease pursuant to which the debtors lease vehicles under the ABS will be suspended and all parties reserve all rights with respect to future litigation claims.~~

There is no assurance that we will come to further agreement with the ABS lenders and, consequently, there is no certainty as to amount of vehicle lease payments we will be required to make during the pendency of the bankruptcy case.

~~Our ability to use certain of our tax assets may have been limited or may be limited in the future.~~

On May 26, 2020, entities affiliated with Carl Icahn filed a Schedule 13D/A indicating that they sold approximately 38.90% of our outstanding stock. Although we are still analyzing the impact of this sale, we believe that such sale resulted in an “ownership change” under Section 382 of the federal income tax rules. An “ownership change” could significantly limit our ability to utilize tax attributes, including net operating losses, capital loss carryovers, excess foreign tax carry forwards, and credit carryforwards, to offset future taxable income and tax liabilities. An entity that experiences an “ownership change” generally should be subject to an annual limitation on its pre -ownership change tax loss carryforward equal to the equity value of the corporation immediately before the ownership change, multiplied by the long-term, tax-exempt rate posted monthly by the IRS (subject to certain adjustments). The annual limitation accumulates each year to the extent that there is any unused limitation from a prior year. The limitations under Section 382 should not limit our ability to use such tax attributes to offset future taxable income and tax liabilities. Nonetheless, our potential limitations on our ability to use such tax attributes is uncertain. If we experience a subsequent ownership change, however, it is possible that a significant portion of our tax attributes will expire before we would be able to use them to offset future taxable income. Many states adopt the federal Section 382 rules and therefore have similar limitations with respect to state tax attributes.

~~Our Chapter 11 Cases and financial condition may adversely impact our non-U.S. businesses and affiliates, which may themselves become subject to Chapter 11 Cases or other insolvency proceedings.~~

We have significant businesses and affiliates that are located outside of the United States. The filing of the Chapter 11 Cases may result in negative consequences to our businesses outside of the United States.

On May 22, 2020, Hertz Netherlands and certain other International Subsidiaries entered into a limited waiver agreement in respect of the Issuer Facility Agreement, dated as of September 25, 2018, between, among others, International Fleet Financing No.2 B.V. as issuer, Hertz Europe Limited as issuer administrator, Credit Agricole Corporate and Investment Bank as administrative agent and BNP Paribas Trust Corporation UK Limited as issuer security trustee, as amended, restated or otherwise modified from time to time (the “European ABS Waiver”) pursuant to which the waiving parties agreed to waive any default or event of default that could have resulted from the Chapter 11 Cases. The European ABS Waiver will expire on September 30, 2020 or, if sooner, the date on which the Hertz parties to the European ABS Waiver fail to comply with certain agreements contained in the European ABS Waiver. Additionally, our affiliates received similar waivers with respect to (i) the VFN Issuance Facility Agreement, dated as of December 7, 2010, (as amended and restated from time to time) by and among HA Fleet Pty Limited, as issuer, Hertz Australia Pty Limited, as administrator, Westpac Banking Corporation as administrative agent, certain committed note purchasers, certain conduit investors, certain funding agents for the investor groups and P.T. Limited, as security trustee, (ii) the Vehicle Funding Facilities Agreement dated February 7, 2013 (as amended and restated from time to time) between Hertz (U.K.) Limited, Hertz Vehicle Financing U.K. Limited and Lombard North Central Plc, and (iii) the €225,000,000 aggregate principal amount outstanding of 4.125% Senior Notes due 2021 and the €500,000,000 aggregate principal amount outstanding of 5.500% Senior Notes due 2023, each of which is scheduled to expire no later than September 30, 2020.

There can be no assurance that the European ABS Waiver and related waivers will be extended or the International Subsidiaries will not in the future become or be deemed to be insolvent or otherwise need to reorganize their debt, either through the Chapter 11 proceedings or proceedings in other jurisdictions. Any such insolvency, reorganization

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~~ITEM 1A. RISK FACTORS (CONTINUED)~~

or proceedings could have additional negative consequences with respect to our global operations and could materially and adversely affect the successful execution of any reorganization of us and our subsidiaries. Furthermore, even if additional waivers are granted or the International Subsidiaries do not otherwise file Chapter 11 or other insolvency, reorganization, or other proceedings, the Chapter 11 Cases may result in negative consequences to such businesses and affiliates.

The effects of the COVID-19 outbreak have been and continue to be disruptive to our vehicle rental business and will likely continue to adversely affect our business, results of operations and financial condition.

The global COVID-19 pandemic continues to rapidly evolve and we cannot anticipate with any certainty the length or severity of the effects of COVID-19. The extent to which COVID-19 continues to adversely impact our business will depend on future developments that are highly uncertain, such as the following: the ultimate severity of the disease; the duration of the outbreak or future outbreaks; travel restrictions imposed by governments or businesses in the markets in which we operate; the duration and scope of business closures or business disruptions; changes in customer travel preferences and demand; the impact of increasing unemployment on discretionary spending; the length of time it takes for rental pricing and volume and normal economic conditions to return; technology disruptions; our relationships with vehicle manufacturers; our liquidity position; the development of effective vaccines or treatments; and the effectiveness of actions taken to contain the disease and future outbreaks. The impacts of COVID-19 could include those areas described below:

•~~Changes in our revenues, profitability and customer demand~~: Our revenues and profitability have been negatively impacted during the first half of 2020 and we expect this to continue for the remainder of the 2020 fiscal year. We have experienced a high level of rental cancellations and a significant decline in forward bookings due to the decreased customer demand and other economic factors. Historically, we have generated a majority of our rental revenues from on-airport locations, which makes our rental car business sensitive to any decreases in air travel. Although we believe that renting a vehicle will continue to be a safe alternative and we have implemented certain procedures to mitigate the impact of COVID-19, we cannot predict when or if customer demand will return to levels before the COVID-19 pandemic.

•~~Changes to our liquidity:~~ We incur ongoing costs, which we cannot reduce in line with the significant reduction in revenues we have experienced from the COVID-19 outbreak. Such costs include our monthly fleet rental costs under our Operating Lease, facility rentals and concessions, debt service and labor costs. These costs require significant liquidity generated by operations or access to additional financing. If COVID-19 continues to have a significant negative impact on our cash flow from operations and we cannot access the capital markets, we may not be able to generate sufficient liquidity to cover our costs.

•~~Our peak season:~~ The second and third quarters of the year have historically been the strongest quarters for our vehicle rental business due to increased levels of leisure travel. COVID-19 has disrupted our business in the second quarter and we expect that it will continue to disrupt our business in the third quarter. We expect these disruptions during our peak season to have material adverse effects on our results of operations, financial condition, liquidity and cash flows.

•~~Our fleet:~~ In response to reduced demand due to COVID-19, we began adjusting fleet levels, leveraging our multiple used-vehicle channels, and negotiating with suppliers to reduce fleet commitments in the first half of 2020. We have initiated efforts to reduce our fleet size, and the related cost base, to be in line with our reduced operating results but we may not be able to continue to do so. As the downturn in our rental car business has resulted in excess fleet, we must store our vehicles in certain overflow parking areas which subjects our vehicles to possible loss due to peril and theft. We may also experience a decline in vehicle values which could increase the monthly payments under the Operating Lease.

•~~Our workforce:~~ ~~The COVID-19 pandemic has caused us to furlough approximately 20,000 employees worldwide and we have terminated approximately 11,000 employees in our U.S. RAC segment and U.S.~~

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~~ITEM 1A. RISK FACTORS (CONTINUED)~~

corporate operations, the majority of which were previously furloughed, in an effort to reduce our operating costs. This reduction in our operating costs related to our employees could create risks, including but not limited to, our ability to manage the size of our workforce given uncertain future economic conditions and the ability to operate locations in affected jurisdictions. Additionally, we may incur additional costs as a result of workforce reductions or suffer from employee morale issues. We may also be unable to timely respond to a business recovery due to reductions in our workforce already enacted.

We do not expect our business to improve until customer demand increases and the global economy improves. To the extent that the COVID-19 outbreak continues to adversely affect our business, financial performance, liquidity and cash flows, it may also have the effect of heightening many of the other risks identified in this Quarterly Report on Form 10-Q and in the “Risk Factors” section of our 2019 Form 10-K.

If our business does not recover quickly and we are unable to successfully restructure our substantial indebtedness, obtain further waivers or forbearance or raise additional capital, there is substantial doubt that we will be able to continue as a going concern.

As a result of the adverse impact from COVID-19 and the uncertainty about the timing and strength of recovery in our markets, Hertz did not make certain payments in accordance with the Operating Lease, pursuant to which Hertz leases vehicles used in its U.S. rental car operations. As a result of the failure to make the full rent payments on April 27th, as of May 5, 2020 an amortization event was in effect for all series of notes issued by HVF II and a liquidation event was in effect with respect to the Series 2013-A Notes issued by HVF II. As a result of the amortization event, and notwithstanding the forbearance agreement described below, proceeds of the sales of vehicles that collateralize the notes issued by HVF II must be applied to the payment of principal and interest under those notes and will not be available to finance new vehicle acquisitions for Hertz. A liquidation event means that, unless the affected noteholders otherwise agree, the affected noteholders can direct the liquidation of vehicles serving as collateral for their notes.

On May 4, 2020, prior to the occurrence of the liquidation event with respect to the Series 2013-A Notes, Hertz, HVF, HVF II and DTG Operations, Inc. entered into the Forbearance Agreement with the VFN Noteholders. Pursuant to the Forbearance Agreement that is effective against all VFN Noteholders, the VFN Noteholders agreed to forbear from exercising their liquidation remedies. The agreement with the VFN Noteholders expired on May 22, 2020. Concurrently with entering into the Forbearance Agreement, on May 4, 2020, Hertz entered into the Waiver Agreements with certain of the Lenders under its Facilities. Pursuant to the Waiver Agreements, the Lenders agreed to waive any default or event of default that could have resulted from the above referenced missed payment under the Operating Lease, waive certain defaults or events of default and extend the grace period to cure a default with respect to Hertz’s obligation to reimburse drawings that occurred under certain letters of credit during the waiver period. The Waiver Agreements expired on May 22, 2020.

In connection with the expiration of the Forbearance Agreement and the Waiver Agreements and the continuing economic impact from COVID-19, on the Petition Date, the Debtors filed voluntary Petitions under Chapter 11 of the U.S. Bankruptcy Code in the Bankruptcy Court. The Bankruptcy Court approved motions filed by the Debtors that were designed primarily to mitigate the impact of the Chapter 11 Cases on the Company’s operations, customers and employees. The Debtors are authorized to conduct their business activities in the ordinary course, and pursuant to orders entered by the Bankruptcy Court, the Debtors are authorized to, among other things and subject to the terms and conditions of such orders: (i) pay employees’ wages and related obligations; (ii) pay certain taxes; (iii) pay critical vendors and certain fees to airport authorities; (iv) continue to maintain certain customer programs; (v) maintain their insurance program; (vi) use cash collateral on an interim basis; and (vii) continue their cash management system.

As part of its bankruptcy restructuring, Hertz has been and expects to be in discussions with key stakeholders and advisors to develop a financing strategy and structure that better reflects the economic impact of the COVID-19 global pandemic and Hertz’s ongoing operating and financing requirements. However, there can be no assurances that Hertz will be able to successfully restructure its substantial indebtedness.

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~~ITEM 1A. RISK FACTORS (CONTINUED)~~

Although the Order from the Bankruptcy Court was helpful to us, if our business does not recover and we cannot reach agreement to restructure our indebtedness, we may not be able to meet our obligations under our debt facilities and may not have sufficient cash flows from operations or liquidity to sustain our operations. In such circumstances, we may not be able to continue as a going concern.

~~An impairment of our goodwill and other indefinite-lived intangible assets could have a material impact to our results of operations.~~

On an annual basis as of October 1, and at interim periods when circumstances require as a result of a triggering event, we test the recoverability of our goodwill and indefinite-lived intangible assets by performing an impairment analysis. An impairment is deemed to exist if the carrying value of goodwill or indefinite-lived intangible assets exceed their fair value as determined using level 3 inputs under the GAAP fair value hierarchy. The reviews of fair value involve judgment and estimates, including projected revenues, royalty rates and discount rates. A significant decline in either projected revenues, projected cash flows or the weighted average cost of capital used to determine fair value could result in a material impairment charge.

~~We have experienced an amortization event under our vehicle debt financing instruments.~~

As a result of the amortization event, proceeds of the sales of vehicles that collateralize the HVF II U.S. ABS Program and the medium term notes must be applied to the payment of principal and interest under the HVF II U.S. ABS Program and will not be available to finance new vehicle acquisitions. Currently, we cannot use any cash in the HVF II U.S. ABS Program to purchase new vehicles for our fleet. Although we anticipate that, because of the COVID-19 pandemic, we will not need to acquire additional fleet through the remainder of 2020, if our business recovers, we will ultimately need to finance new vehicle acquisitions, but we may not be able to utilize the HVF II U.S. ABS Program for that purpose.

Other than the items listed above, there have been no material changes in our risk factors from those disclosed in Part I, Item 1A “Risk Factors” of our Form 10-K for the fiscal year ended December 31, 2020 and Part II, Item 1A "Risk Factors" of our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2020.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 5. OTHER INFORMATION

~~Supplemental Information~~

As previously disclosed, on May 22, 2020, Hertz Global, Hertz and the Debtors filed voluntary Petitions for relief under Chapter 11 of the Bankruptcy Code in the Court), thereby commencing Chapter 11 Cases for the Debtors. The Debtors’ Chapter 11 Cases are being jointly administered under the caption “In re The Hertz Corporation, et al., Case No. 20-11218 MFW.” The Debtors exclude, without limitation, (i) Hertz International Limited, Hertz Netherlands and the International Subsidiaries and (ii) HVF, HVF II, HFLF and the Non-Debtor Financing Subsidiaries.

~~Operation of Chapter 11~~

Chapter 11 is the principal business reorganization chapter of the Bankruptcy Code. Under Chapter 11, a debtor is authorized to reorganize its business for the benefit of itself, its creditors and equity security holders, which includes

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a debtor’s shareholders. Another goal of Chapter 11 is to promote equality of treatment for similarly situated creditors and equality of treatment for similarly situated equity security holders, in each case, with respect to the distribution of a debtor’s value or assets.

The commencement of a Chapter 11 case creates an estate that is comprised of all of the legal and equitable interests of the debtor as of the filing date. The Bankruptcy Code generally provides that the debtor may continue to operate its business in the ordinary course and remain in possession of its property as a “debtor in possession.”

The consummation of a plan of reorganization is the principal objective of a Chapter 11 case. A plan of reorganization sets forth the means for satisfying claims against and equity interests in a debtor. Confirmation and consummation of a plan of reorganization by the Bankruptcy Court makes the plan binding upon the debtor, any issuer of securities under the plan, any person or entity acquiring property under the plan and any creditor of, or equity security holder in, the debtor, whether or not such creditor or equity security holder (i) is impaired under or has accepted the plan or (ii) receives or retains any property under the plan. Subject to certain limited exceptions and other than as provided in the plan itself or the order of the bankruptcy court approving the plan (a “confirmation order”), the confirmation order discharges the debtor from any debt that arose prior to the date of confirmation of the plan and substitutes therefore the obligations specified under the confirmed plan, and terminates all rights and interests of existing equity security holders. The reorganization of a debtor’s capital structure under a plan of reorganization may include, among other things, exchanges of new debt or equity securities for existing claims against and/or equity securities in the debtor. As previously disclosed, existing equity securities in a debtor, however, are subject to a high risk of being cancelled through a Chapter 11 plan of reorganization without receiving any consideration or otherwise receiving any value. The reason for this high risk of cancellation is because equity securities in a debtor generally sit last in line of priority in bankruptcy. This is referred to as the “absolute priority rule.” Under the absolute priority rule, unless holders of more senior claims otherwise agree, holders of equity securities are generally precluded from receiving any value unless and until holders of claims or interests senior to them are paid in full. Therefore, equity securities are subordinate to all claims against the debtor, including, claims with valid, perfected security interests in collateral, unsecured priority claims related to, among other things, administration of and the preservation of the value of a debtor’s bankruptcy estate, other secured and unsecured debt, and other general unsecured claims, including trade creditors.

~~Background to Chapter 11 Cases~~

The Chapter 11 Cases were necessitated by the impact of COVID-19 on travel demand, which was sudden and dramatic, causing an abrupt decline in the Company’s revenue and future bookings. As disclosed in connection with the Debtors’ filings in the Chapter 11 Cases, in April 2020, the first full month after the COVID-19 crisis took hold in the United States, the Company’s global revenue declined by 73% compared to April 2019. While revenues decreased dramatically, the Company continued to face significant ongoing operating expenses, including monthly lease payments under its Operating Lease, pursuant to which the Company leases vehicles used in its day-to-day U.S. rental car fleet operations from its special-purpose vehicle finance subsidiary. As disclosed in its most recent Form 10-Q, the Company is required to pay not only scheduled monthly depreciation on the fleet but also an amount corresponding to estimated market depreciation of the fleet.

With the global economy shut down, rising unemployment and many potential car buyers subject to stay-at-home orders, the demand for used vehicles declined dramatically resulting in a significant drop in used-vehicle values. This decrease in used-vehicle values would have required the Company to pay an additional approximately $135 million under the Operating Lease in April 2020. Additionally, the challenging used-vehicle market made it difficult for the Company to sell vehicles to reduce the scheduled depreciation element of the monthly rent payments. Consequently, the Company determined not to make lease payments totaling approximately $400 million in April 2020. Although this default could have resulted in the forced liquidation of vehicles in the Company’s fleet, the Company obtained forbearances and waivers from certain of its lenders to avoid such consequences through May 22, 2020. Although the Company sought to extend such forbearances and waivers, the Company was unable to reach further agreements with its U.S. and Canadian creditors by the end of that period, and made the difficult decision to commence the Chapter 11 Cases.

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Given the potential impact of renewed lease payments on the Company, the Debtors are pursuing a range of options to reduce the impact of the lease payments that may otherwise recommence in July 2020. Such options may include negotiating with the Company’s creditors for temporarily reduced rental payments, seeking court approval to reject the leases with respect to approximately 144,000 vehicles and to otherwise reduce the rent payments under the “equities of the case” doctrine of section 365(d)(5) of the Bankruptcy Code. In addition to these options potentially being unavailable or exposing the Company to other claims, a failure to achieve any of these options and the recommencement of full lease payments would likely require the Debtors to obtain new financing and could otherwise have a material adverse effect on the Company.

~~Financing During Chapter 11~~

Debtors often need funding to cover ongoing operating expenses and the expenses of a Chapter 11 case. It is common for a debtor to meet such need through a debtor-in-possession, or DIP, loan. A DIP loan often takes the form of a new secured debt facility that has priority over pre-bankruptcy secured and unsecured creditors and a claim with super-priority over administrative expenses (including vendor and employee claims) incurred during Chapter 11 and over all other claims. While a DIP loan offers the benefit of a source of funding that is well-established in the market and under the Bankruptcy Code, its priority over other claims reduces the recovery available to other junior creditors and interest holders, including equity security holders. Additionally, it is common for a DIP loan to contain certain, sometimes significant, restrictions on the ability of the debtor to operate its business during bankruptcy.

It is not common for a debtor to seek equity financing during a bankruptcy case. Such equity financing, unlike a DIP loan, does not impose restrictions on a debtor’s operations and does not take priority over other creditors and equity security holders, thereby potentially improving the possibility that equity security holders could receive a recovery in a plan of reorganization as compared to raising financing through a DIP loan that would be senior to any equity securities in the Debtors. Nonetheless, investing in the equity securities of any company, including the Company, while it is in bankruptcy involves significant risks. The circumstances of each bankruptcy case are unique, but it is commonplace for equity securities to be cancelled as a result of bankruptcy without the holders thereof receiving any value. As previously disclosed, recoveries in the Chapter 11 Cases for holders of common stock, if any, will depend upon our ability to negotiate and confirm a plan, the terms of such plan, the recovery of our business from the COVID-19 pandemic, if any, and the value of our assets.

~~ATM Program~~

An ATM program involves a company making sales into an existing trading market in a series of transactions over a period of time at prevailing market prices. There are no special marketing efforts associated with an ATM program and sales are made by an agent that is a broker-dealer on behalf of the issuing company. The trades are “broker-to-broker” trades made to fulfill market demand without the issuing company knowing the identity of the purchaser. Our agent for the ATM program would be deemed to be an “underwriter” within the meaning of that term under the Securities Act. As previously disclosed, we have terminated the ATM program.

The use of proceeds designated in the Company’s prospectus supplement for its ATM program is general corporate purposes and such use was set forth in the Company’s motion to the Bankruptcy Court dated June 11, 2020 seeking approval of the ATM program. At a hearing on that motion on June 12, 2020, the Company undertook not to transfer any funds raised in the ATM program out of Hertz Global absent court approval of the means by which such funds would be transferred to subsidiaries. This was stipulated in order to allow the then newly-formed Official Committee of Unsecured Creditors an opportunity to provide its input. As a general matter, subject to such stipulation, the Company’s use of the proceeds is governed by Section 363 (c) of the Bankruptcy Code which permits it to use the proceeds in the ordinary course of its business without a notice or a hearing “unless the court orders otherwise.” On June 25, 2020, the Bankruptcy Court entered an agreed form of final order approving the Company’s use of its existing cash management system. In connection with that order and consistent with the Company’s previous undertaking, the Bankruptcy Court ordered and the Company agreed, that any funds raised in

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~~connection with the ATM program would not be transferred by Hertz Global to any entity absent further order of the Bankruptcy Court.~~

~~NYSE Delisting Proceedings~~

As previously disclosed, on May 26, 2020, the Company received a letter from the staff of NYSE Regulation, Inc. (“NYSE Regulation”) that it had determined to commence proceedings to delist the common stock of the Company from the NYSE. NYSE Regulation reached its decision that the Company is no longer suitable for listing pursuant to NYSE Listed Company Manual Section 802.01D after the Company’s disclosure on May 22, 2020 that it has commenced the Chapter 11 Cases. The Company appealed the determination in a timely manner and requested a hearing before the NYSE. The date of the hearing has been set for October 15, 2020. Provided the Company continues to comply with the NYSE’s ongoing listing requirements, the Company expects that its common stock will continue to be listed and trade on the NYSE pending resolution of such appeal. There can be no assurance that the NYSE will grant the Company’s request for continued listing at the hearing and whether there will be equity value in the Company’s common stock. The Company does not know the timing of any delisting event if the outcome of the appeal is adverse.None.

ITEM 6. EXHIBITS

(a)Exhibits:

The attached list of exhibits in the "Exhibit Index" immediately following the signature page to this Quarterly Report on Form 10-Q is filed as part of this Quarterly Report on Form 10-Q and is incorporated herein by reference in response to this item.

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SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized.

Date:

~~August 10, 2020~~May 7, 2021

HERTZ GLOBAL HOLDINGS, INC.
THE HERTZ CORPORATION
(Registrants)

By:

/s/ ~~JAMERE JACKSON~~KENNY CHEUNG

~~Jamere Jackson~~Kenny Cheung

Executive Vice President and Chief Financial Officer

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EXHIBIT INDEX


Exhibit Number		Description










10.1	Hertz Holdings Hertz	~~Forbearance~~Plan Support Agreement, dated as of ~~May 4, 2020, by and among The Hertz Corporation, Hertz Vehicle Financing LLC, Hertz Vehicle Financing II LP, DTG Operations, Inc., Deutsche Bank AG, New York Branch, and certain other parties~~April 3, 2021 (Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Hertz Global Holdings, Inc. (File No. 001-37665) ~~and The Hertz Corporation (File No. 001-07541)~~, as filed on ~~May 5, 2020)~~April 7, 2021).
10.2	Hertz Holdings Hertz	~~Limited Waiver, Forbearance~~Equity Purchase and ~~Fourth Amendment, dated as of May 4, 2020,~~ ~~in connection with that~~ ~~certain Credit~~Commitment Agreement, dated as of ~~June 30, 2016 (as amended)~~,~~by and among The Hertz Corporation, the other loan parties party thereto, the several banks and other financial institutions parties thereto as lenders and administrative agent~~ ~~(Incorporated by reference to Exhibit 10.2 to the Current Report on Form~~ ~~8-K~~ ~~of Hertz Global Holdings, Inc. (File No. 001-37665) and The Hertz Corporation (File No. 001-07541), as filed on May 5, 2020).~~
~~10.3~~	Hertz Holdings Hertz	Limited Waiver, Forbearance and First Amendment, dated as of May 4, 2020, in connection with that certain Credit Agreement, dated as of December 13, 2019, by and among The Hertz Corporation, the other loan parties party thereto, the several banks and other financial institutions parties thereto as lenders, the issuing lender and administrative agent (Incorporated by reference to Exhibit 10.3 to the Current Report on Form 8-K of Hertz Global Holdings, Inc. (File No. 001-37665) and The Hertz Corporation (File No. 001-07541), as filed on May 5, 2020).
~~10.4~~	Hertz Holdings Hertz	Limited Waiver, Forbearance and First Amendment, dated as of May 4, 2020, in connection with that certain Letter of Credit Agreement, dated as of November 2, 2017, by and among The Hertz Corporation, the other credit parties party thereto, the several banks and other financial institutions parties thereto as lenders and administrative agent (Incorporated by reference to Exhibit 10.4 to the Current Report on Form 8-K of Hertz Global Holdings, Inc. (File No. 001-37665) and The Hertz Corporation (File No. 001-07541), as filed on May 5, 2020).
~~10.5~~	Hertz Holdings Hertz	Limited Waiver and First Amendment, dated as of May 4, 2020, in connection with that certain Credit Agreement, dated as of June 30, 2016, by and among The Hertz Corporation, the other loan parties party thereto, the several banks and other financial institutions parties thereto as lenders and administrative agent (Incorporated by reference to Exhibit 10.5 to the Current Report on Form 8-K of Hertz Global Holdings, Inc. (File No. 001-37665) and The Hertz Corporation (File No. 001-07541), as filed on May 5, 2020).
~~10.6~~	Hertz Holdings Hertz	Amendment to Offer Letter between Paul E. Stone and The Hertz Corporation (Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Hertz Global Holdings, Inc. (File No. 001-37665) and The Hertz Corporation (File No. 001-07541), as filed on May 18, 2020).
~~10.7~~	Hertz Holdings Hertz	Limited Waiver Agreement dated May 22, 2020, by and among others International Fleet Financing No.2 B.V. as issuer, Hertz Europe Limited as issuer administrator, Hertz Holdings Netherlands, Credit Agricole Corporate and Investment Bank as administrative agent, BNP Paribas Trust Corporation UK Limited as security trustee and the several committed note purchasers, commercial paper conduits, and certain funding agents for the investor groups, in each case, party thereto (Incorporated by reference to Exhibit 10.1 to the Current Report on Form 8-K of Hertz Global Holdings, Inc. (File No. 001-37665) and The Hertz Corporation (File No. 001-07541), as filed on May 26, 2020).
~~10.8~~	Hertz Holdings Hertz	~~Form of Retention Program Letter Agreement~~April 3, 2021 (Incorporated by reference to Exhibit 10.2 to the Current Report on Form 8-K of Hertz Global Holdings, Inc. (File No. 001-37665) ~~and The Hertz Corporation (File No. 001-07541)~~, as filed on ~~May 26, 2020)~~April 7, 2021).
~~10.9~~10.3	Hertz Holdings Hertz	~~Amended and Restated Hertz Global Holdings, Inc. Severance Plan for Senior Executives (Incorporated~~Joinder Agreement, dated as of April 14, 2021(Incorporated by reference to Exhibit ~~10.3~~10.1 to the Current Report on Form 8-K of Hertz Global Holdings, Inc. (File No. 001-37665) ~~and The Hertz Corporation (File No. 001-07541)~~, as filed on ~~May 26, 2020)~~April 19, 2021).

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Exhibit Number		~~Description~~
22	Hertz Holdings	List of Guarantor Subsidiaries (Incorporated by reference to Exhibit 22 to the Quarterly Report on Form 10-Q of Hertz Global Holdings, Inc. (File No. 001-37665) and The Hertz Corporation (File No. 001-07541), as filed on May 11, 2020).*
31.1	Hertz Holdings	Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a).*
31.2	Hertz Holdings	Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a).*
31.3	Hertz	Certification of Chief Executive Officer pursuant to Rule 13a-14(a)/15d-14(a).*
31.4	Hertz	Certification of Chief Financial Officer pursuant to Rule 13a-14(a)/15d-14(a).*
32.1	Hertz Holdings	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350.**
32.2	Hertz Holdings	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350.**
32.3	Hertz	Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350.**
32.4	Hertz	Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350.**
101.INS	Hertz Holdings Hertz	XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH	Hertz Holdings Hertz	XBRL Taxonomy Extension Schema Document*
101.CAL	Hertz Holdings Hertz	XBRL Taxonomy Extension Calculation Linkbase Document*
101.DEF	Hertz Holdings Hertz	XBRL Taxonomy Extension Definition Linkbase Document*
101.LAB	Hertz Holdings Hertz	XBRL Taxonomy Extension Label Linkbase Document*
101.PRE	Hertz Holdings Hertz	XBRL Taxonomy Extension Presentation Linkbase Document*
104	Hertz Holdings Hertz	Cover Page Interactive Data File (Embedded within the Inline XBRL document)

*Filed herewith

**Furnished herewith

Note: Certain instruments with respect to various additional obligations, which could be considered as long-term debt, have not been filed as exhibits to this Report because the total amount of securities authorized under any such instrument does not exceed 10% of our total assets on a consolidated basis. We agree to furnish to the SEC upon request a copy of any such instrument defining the rights of the holders of such long-term debt.

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Hertz Global Holdings, Inc. and Subsidiaries (Debtor-in-Possession)
Condensed Consolidated Balance Sheets as of ~~June~~ 3 0March 31 , ~~2020~~202 1 and December 31, ~~2019~~20 20			2
Condensed Consolidated Statements of Operations for the Three ~~and Six~~ Months Ended ~~June~~March 3 01 , ~~2020~~202 1 and ~~2019~~20 20			3
Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three ~~and S~~ix Months Ended ~~June~~March 3 01 , ~~2020~~202 1 and ~~2019~~20 20			4
Condensed Consolidated Statements of Changes in Stockholders' Equity for the Three ~~and Six~~ Months Ended ~~June~~March 3 01 , ~~2020~~202 1 and ~~2019~~20 20			5
Condensed Consolidated Statements of Cash Flows for the ~~Six~~Three Months Ended ~~June~~30March 31 , ~~2020~~202 1 and ~~2019~~20 20			6
The Hertz Corporation and Subsidiaries (Debtor-in-Possession)
Condensed Consolidated Balance Sheets as of ~~June~~March 3 01 , ~~2020~~202 1 and December 31, ~~2019~~20 20			8
Condensed Consolidated Statements of Operations for the Three ~~and Six~~ Months Ended ~~June~~March 3 01 , ~~2020~~202 1 and ~~2019~~20 20			9
Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three ~~and Six~~ Months Ended ~~June~~March 3 01 , ~~2020~~202 1 and ~~2019~~20 20			10
Condensed Consolidated Statements of Changes in Stockholder's Equity (Deficit) for the Three ~~and~~ S ix Months Ended ~~June~~ 3 0 ~~, 2020~~March 31, 2021 and ~~2019~~2020			11
Condensed Consolidated Statements of Cash Flows for the ~~Six~~Three Months Ended ~~June~~ 3 0 ~~, 2020~~March 31, 2021 and ~~2019~~2020			12
Notes to the Condensed Consolidated Financial Statements
Note 1	Background	14
Note 2	Basis of Presentation and Recently Issued Accounting Pronouncements	1718
Note 3	Divestitures	19
Note 4	~~Goodwill and Intangible Assets, Net~~Revenue Earning Vehicles	1920
Note 5	~~Debt~~Goodwill and Intangible Assets, Net	20
Note 6	Debt	21
Note 7	Leases	26
Note 8	Restructuring	27
Note 7	~~Restructuring~~	28
~~Note 8~~9	Income Tax (Provision) Benefit	28
Note 910	Earnings (Loss) Per Share -– Hertz Global	2928
~~Note 10~~	~~Employee Retirement Benefits~~	30
Note 11	Fair Value Measurements	3129
Note 12	Contingencies and Off-Balance Sheet Commitments	3230
Note 13	Related Party Transactions	3432
Note 14	Segment Information	3533
Note 15	Liabilities Subject to Compromise	3937
Note 16	Reorganization Items, Net	3937
Note 17	Condensed Combined Debtor-in-Possession Financial Information	3937


		June 30, 2020		December 31, 2019			March 31, 2021		December 31, 2020
ASSETS	ASSETS					ASSETS
Cash and cash equivalents	Cash and cash equivalents	$	1,366	$	865	Cash and cash equivalents	$	1,087	$	1,096
Restricted cash and cash equivalents:	Restricted cash and cash equivalents:					Restricted cash and cash equivalents:
Vehicle	Vehicle	649		466		Vehicle	119		50
Non-vehicle	Non-vehicle	296		29		Non-vehicle	1,234		361
Total restricted cash and cash equivalents	Total restricted cash and cash equivalents	945		495		Total restricted cash and cash equivalents	1,353		411
Total cash, cash equivalents, restricted cash and restricted cash equivalents	Total cash, cash equivalents, restricted cash and restricted cash equivalents	2,311		1,360		Total cash, cash equivalents, restricted cash and restricted cash equivalents	2,440		1,507
Receivables:	Receivables:					Receivables:
Vehicle	Vehicle	819		791		Vehicle	157		164
Non-vehicle, net of allowance of $44 and $35, respectively		747		1,049
Non-vehicle, net of allowance of $56 and $46, respectively						Non-vehicle, net of allowance of $56 and $46, respectively	636		613
Total receivables, net	Total receivables, net	1,566		1,840		Total receivables, net	793		777
Prepaid expenses and other assets	Prepaid expenses and other assets	563		689		Prepaid expenses and other assets	786		373
Revenue earning vehicles:	Revenue earning vehicles:					Revenue earning vehicles:
Vehicles	Vehicles	15,340		17,085		Vehicles	7,919		7,540
Less: accumulated depreciation	Less: accumulated depreciation	(3,275)		(3,296)		Less: accumulated depreciation	(1,559)		(1,478)
Total revenue earning vehicles, net	Total revenue earning vehicles, net	12,065		13,789		Total revenue earning vehicles, net	6,360		6,062
Property and equipment, net	Property and equipment, net	724		757		Property and equipment, net	637		666
Operating lease right-of-use assets	Operating lease right-of-use assets	1,719		1,871		Operating lease right-of-use assets	1,580		1,675
Intangible assets, net	Intangible assets, net	3,088		3,238		Intangible assets, net	2,969		2,992
Goodwill	Goodwill	1,080		1,083		Goodwill	1,045		1,045
Assets held for sale						Assets held for sale	0		1,811
Total assets^(a)	Total assets^(a)	$	23,116	$	24,627	Total assets(a)	$	16,610	$	16,908
LIABILITIES AND STOCKHOLDERS' EQUITY	LIABILITIES AND STOCKHOLDERS' EQUITY					LIABILITIES AND STOCKHOLDERS' EQUITY
Accounts payable:	Accounts payable:					Accounts payable:
Vehicle	Vehicle	$	103	$	289	Vehicle	$	141	$	29
Non-vehicle	Non-vehicle	413		654		Non-vehicle	390		389
Total accounts payable	Total accounts payable	516		943		Total accounts payable	531		418
Accrued liabilities	Accrued liabilities	836		1,032		Accrued liabilities	824		759
Accrued taxes, net	Accrued taxes, net	97		150		Accrued taxes, net	161		121
Debt:	Debt:					Debt:
Vehicle	Vehicle	12,924		13,368		Vehicle	6,286		6,024
Non-vehicle	Non-vehicle	58		3,721		Non-vehicle	740		243
Total debt	Total debt	12,982		17,089		Total debt	7,026		6,267
Operating lease liabilities	Operating lease liabilities	1,690		1,848		Operating lease liabilities	1,541		1,636
Self-insured liabilities	Self-insured liabilities	495		553		Self-insured liabilities	470		488
Deferred income taxes, net	Deferred income taxes, net	915		1,124		Deferred income taxes, net	789		730
Total liabilities not subject to compromise	Total liabilities not subject to compromise	17,531		22,739		Total liabilities not subject to compromise	11,342		10,419
Liabilities subject to compromise	Liabilities subject to compromise	4,912		—		Liabilities subject to compromise	4,978		4,965
Liabilities held for sale						Liabilities held for sale	0		1,431
Total liabilities^(a)	Total liabilities^(a)	22,443		22,739		Total liabilities(a)	16,320		16,815
Commitments and contingencies	Commitments and contingencies					Commitments and contingencies	0		0
Stockholders' equity:	Stockholders' equity:					Stockholders' equity:
Preferred stock, $0.01 par value, 0 shares issued and outstanding	Preferred stock, $0.01 par value, 0 shares issued and outstanding	—		—		Preferred stock, $0.01 par value, 0 shares issued and outstanding	0		0
Common stock, $0.01 par value, 158,235,410 and 144,153,444 shares issued, respectively and 156,206,478 and 142,124,512 shares outstanding, respectively		2		1
Common stock, $0.01 par value, 158,235,410 shares issued and 156,206,478 shares outstanding at March 31, 2021 and December 31, 2020						Common stock, $0.01 par value, 158,235,410 shares issued and 156,206,478 shares outstanding at March 31, 2021 and December 31, 2020	2		2
Additional paid-in capital	Additional paid-in capital	3,048		3,024		Additional paid-in capital	3,049		3,047
Accumulated deficit	Accumulated deficit	(2,170)		(967)		Accumulated deficit	(2,491)		(2,681)
Accumulated other comprehensive income (loss)	Accumulated other comprehensive income (loss)	(221)		(189)		Accumulated other comprehensive income (loss)	(195)		(212)
Treasury stock, at cost, 2,028,932 and 2,028,932 shares, respectively		(100)		(100)
Treasury stock, at cost, 2,028,932 shares at March 31, 2021 and December 31, 2020						Treasury stock, at cost, 2,028,932 shares at March 31, 2021 and December 31, 2020	(100)		(100)
Stockholders' equity attributable to Hertz Global	Stockholders' equity attributable to Hertz Global	559		1,769		Stockholders' equity attributable to Hertz Global	265		56
Noncontrolling interests	Noncontrolling interests	114		119		Noncontrolling interests	25		37
Total stockholders' equity	Total stockholders' equity	673		1,888		Total stockholders' equity	290		93
Total liabilities and stockholders' equity	Total liabilities and stockholders' equity	$	23,116	$	24,627	Total liabilities and stockholders' equity	$	16,610	$	16,908


		Three Months Ended June 30,						Six Months Ended June 30,							Three Months Ended March 31,
		2020		2019		2020		2019			2021		2020
Revenues:	Revenues:									Revenues:
Worldwide vehicle rental	Worldwide vehicle rental	$	668	$	2,344	$	2,417	$	4,297	Worldwide vehicle rental	$	1,153	$	1,749
All other operations	All other operations	164		167		338		321		All other operations	136		174
Total revenues	Total revenues	832		2,511		2,755		4,618		Total revenues	1,289		1,923
Expenses:	Expenses:									Expenses:
Direct vehicle and operating	Direct vehicle and operating	704		1,388		1,945		2,655		Direct vehicle and operating	827		1,241
Depreciation of revenue earning vehicles and lease charges	Depreciation of revenue earning vehicles and lease charges	610		634		1,286		1,226		Depreciation of revenue earning vehicles and lease charges	243		677
Selling, general and administrative	Selling, general and administrative	168		258		377		490		Selling, general and administrative	156		208
Interest expense, net:	Interest expense, net:									Interest expense, net:
Vehicle	Vehicle	132		127		250		238		Vehicle	104		118
Non-vehicle (excludes $22 million contractual interest)		44		72		101		144
Non-vehicle (excludes contractual interest of $53 million for the three months ended March 31, 2021)										Non-vehicle (excludes contractual interest of $53 million for the three months ended March 31, 2021)	44		57
Total interest expense, net	Total interest expense, net	176		199		351		382		Total interest expense, net	148		175
Technology-related intangible and other asset impairments		193		—		193		—

Other (income) expense, net	Other (income) expense, net	2		(12)		(15)		(31)		Other (income) expense, net	(3)		(17)
Reorganization items, net	Reorganization items, net	23		—		23		—		Reorganization items, net	42		0
(Gain) from the sale of a business										(Gain) from the sale of a business	(392)		0
Total expenses	Total expenses	1,876		2,467		4,160		4,722		Total expenses	1,021		2,284
Income (loss) before income taxes	Income (loss) before income taxes	(1,044)		44		(1,405)		(104)		Income (loss) before income taxes	268		(361)
Income tax (provision) benefit	Income tax (provision) benefit	192		(4)		196		(3)		Income tax (provision) benefit	(79)		4
Net income (loss)	Net income (loss)	(852)		40		(1,209)		(107)		Net income (loss)	189		(357)
Net (income) loss attributable to noncontrolling interests	Net (income) loss attributable to noncontrolling interests	5		(2)		6		(1)		Net (income) loss attributable to noncontrolling interests	1		1
Net income (loss) attributable to Hertz Global	Net income (loss) attributable to Hertz Global	$	(847)	$	38	$	(1,203)	$	(108)	Net income (loss) attributable to Hertz Global	$	190	$	(356)
Weighted-average shares outstanding:	Weighted-average shares outstanding:									Weighted-average shares outstanding:
Basic	Basic	144		96		143		96		Basic	156		142
Diluted	Diluted	144		97		143		96		Diluted	157		142
Earnings (loss) per share:	Earnings (loss) per share:									Earnings (loss) per share:
Basic earnings (loss) per share	Basic earnings (loss) per share	$	(5.86)	$	0.40	$	(8.39)	$	(1.13)	Basic earnings (loss) per share	$	1.22	$	(2.50)
Diluted earnings (loss) per share	Diluted earnings (loss) per share	$	(5.86)	$	0.40	$	(8.39)	$	(1.13)	Diluted earnings (loss) per share	$	1.21	$	(2.50)


		Three Months Ended June 30,						Six Months Ended June 30,							Three Months Ended March 31,
		2020		2019		2020		2019			2021		2020
Net income (loss)	Net income (loss)	$	(852)	$	40	$	(1,209)	$	(107)	Net income (loss)	$	189	$	(357)
Other comprehensive income (loss):	Other comprehensive income (loss):									Other comprehensive income (loss):
Foreign currency translation adjustments	Foreign currency translation adjustments	15		(5)		(26)		3		Foreign currency translation adjustments	17		(41)
Net gain (loss) on defined benefit pension plans		(15)		1		(14)		—
Reclassification to other (income) expense for amortization of actuarial (gains) losses on defined benefit pension plans		4		2		5		3
Net gain (loss) on pension and postretirement benefit plans										Net gain (loss) on pension and postretirement benefit plans	0		1
Reclassification from other comprehensive income (loss) to other (income) expense for amortization of actuarial net losses										Reclassification from other comprehensive income (loss) to other (income) expense for amortization of actuarial net losses	0		1

Total other comprehensive income (loss) before income taxes	Total other comprehensive income (loss) before income taxes	4		(2)		(35)		6		Total other comprehensive income (loss) before income taxes	17		(39)
Income tax (provision) benefit related to net gains and losses on defined benefit pension plans		4		—		4		—
Income tax (provision) benefit related to reclassified amounts of net periodic costs on defined benefit pension plans		(1)		—		(1)		(1)

Total other comprehensive income (loss)	Total other comprehensive income (loss)	7		(2)		(32)		5		Total other comprehensive income (loss)	17		(39)
Total comprehensive income (loss)	Total comprehensive income (loss)	(845)		38		(1,241)		(102)		Total comprehensive income (loss)	206		(396)
Comprehensive (income) loss attributable to noncontrolling interests	Comprehensive (income) loss attributable to noncontrolling interests	5		(2)		6		(1)		Comprehensive (income) loss attributable to noncontrolling interests	1		1
Comprehensive income (loss) attributable to Hertz Global	Comprehensive income (loss) attributable to Hertz Global	$	(840)	$	36	$	(1,235)	$	(103)	Comprehensive income (loss) attributable to Hertz Global	$	207	$	(395)


	Preferred Stock Shares	Common Stock Shares	Common Stock Amount		Additional Paid-In Capital		Accumulated Deficit⁽¹⁾		Accumulated Other Comprehensive Income (Loss)		Treasury Stock Shares	Treasury Stock Amount		Stockholders' Equity Attributable to Hertz Global		Non- controlling Interests		Total Stockholders' Equity
Balance as of:
December 31, 2018	—	84	$	1	$	2,261	$	(909)	$	(192)	2	$	(100)	$	1,061	$	59	$	1,120
Net income (loss)	—	—	—		—		(147)		—		—	—		(147)		(1)		(148)
Other comprehensive income (loss)	—	—	—		—		—		7		—	—		7		—		7
Net settlement on vesting of restricted stock	—	—	—		(2)		—		—		—	—		(2)		—		(2)
Stock-based compensation charges	—	—	—		3		—		—		—	—		3		—		3
Contributions from noncontrolling interests	—	—	—		—		—		—		—	—		—		25		25
March 31, 2019	—	84	1		2,262		(1,056)		(185)		2	(100)		922		83		1,005
Net income (loss)	—	—	—		—		39		—		—	—		39		2		41
Other comprehensive income (loss)	—	—	—		—		—		(2)		—	—		(2)		—		(2)
Stock-based compensation charges	—	—	—		5		—		—		—	—		5		—		5
Contributions from noncontrolling interests	—	—	—		—		—		—		—	—		—		21		21
June 30, 2019	—	84	$	1	$	2,267	$	(1,017)	$	(187)	2	$	(100)	$	964	$	106	$	1,070



		Page
PART I. FINANCIAL INFORMATION
ITEM 1.	Condensed Consolidated Financial Statements (Unaudited)	1
ITEM 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	4341
ITEM 3.	Quantitative and Qualitative Disclosures About Market Risk	7166
ITEM 4.	Controls and Procedures	7166
PART II. OTHER INFORMATION
ITEM 1.	Legal Proceedings	7368
ITEM 1A.	Risk Factors	7368
ITEM 2.	Unregistered Sales of Equity Securities and Use of Proceeds	8071
ITEM 3.	Defaults Upon Senior Securities	8071
ITEM 5.	Other Information	8071
ITEM 6.	Exhibits	8371
SIGNATURE			8472
EXHIBIT INDEX			8573


(In millions)	March 31, 2021		December 31, 2020
Revenue earning vehicles	$	7,800	$	7,492
Less accumulated depreciation	(1,520)		(1,467)
	6,280		6,025
Revenue earning vehicles held for sale, net(1)	80		37
Revenue earning vehicles, net	$	6,360	$	6,062


Facility	Weighted-Average Interest Rate as of June 30, 2020	Fixed or Floating Interest Rate	Maturity	June 30, 2020		December 31, 2019
Non-Vehicle Debt
Senior Term Loan⁽¹⁾		Floating	6/2023	$	—	$	660
Senior RCF⁽¹⁾		Floating	6/2021	—		—
Senior Notes⁽¹⁾⁽²⁾		Fixed	10/2022-1/2028	—		2,700
Senior Second Priority Secured Notes⁽¹⁾		Fixed	6/2022	—		350
Promissory Notes⁽¹⁾		Fixed	1/2028	—		27
Alternative Letter of Credit Facility	3.25%	Floating	11/2023	36		—
Senior RCF Letter of Credit Facility	3.25%	Floating	6/2021	2		—
Other Non-Vehicle Debt	6.75%	Fixed	Various	20		18
Unamortized Debt Issuance Costs and Net (Discount) Premium				—		(34)
Total Non-Vehicle Debt Not Subject to Compromise				58		3,721
Non-Vehicle Debt Subject to Compromise
Senior Term Loan	3.51%	Floating	6/2023	656		—
Senior RCF	4.08%	Floating	6/2021	615		—
Senior Notes⁽²⁾	6.11%	Fixed	10/2022-1/2028	2,700		—
Senior Second Priority Secured Notes	7.63%	Fixed	6/2022	350		—
Promissory Notes	7.00%	Fixed	1/2028	27		—
Unamortized Debt Issuance Costs and Net (Discount) Premium				(36)		—
Total Non-Vehicle Debt Subject to Compromise				4,312		—
Vehicle Debt
HVF II U.S. ABS Program
HVF II U.S. Vehicle Variable Funding Notes
HVF II Series 2013-A⁽³⁾⁽⁶⁾	3.46%	Floating	3/2022	4,148		2,644
				4,148		2,644
HVF II U.S. Vehicle Medium Term Notes
HVF II Series 2015-1⁽³⁾	N/A	Fixed	3/2020	—		780
HVF II Series 2015-3⁽³⁾	3.17%	Fixed	9/2020	319		371
HVF II Series 2016-2⁽³⁾	3.48%	Fixed	3/2021	512		595
HVF II Series 2016-4⁽³⁾	3.16%	Fixed	7/2021	365		424
HVF II Series 2017-1⁽³⁾	3.45%	Fixed	10/2020	387		450
HVF II Series 2017-2⁽³⁾	3.82%	Fixed	10/2022	318		350


Facility	Weighted-Average Interest Rate as of March 31, 2021	Fixed or Floating Interest Rate	Maturity	March 31, 2021		December 31, 2020
Non-Vehicle Debt







Senior Secured Superpriority Debtor-in-Possession Credit Agreement	8.25%	Floating	12/2021	$	750	$	250
Other Non-Vehicle Debt	8.25%	Fixed	Various	16		18
Unamortized Debt Issuance Costs and Net (Discount) Premium				(26)		(25)
Total Non-Vehicle Debt Not Subject to Compromise				740		243
Non-Vehicle Debt Subject to Compromise
Senior Term Loan	3.50%	Floating	6/2023	656		656
Senior RCF	3.38%	Floating	6/2021	615		615
Senior Notes(1)	6.11%	Fixed	10/2022-1/2028	2,700		2,700
Senior Second Priority Secured Notes	7.63%	Fixed	6/2022	350		350
Promissory Notes	7.00%	Fixed	1/2028	27		27
Alternative Letter of Credit Facility(2)	5.25%	Floating	11/2023	142		114
Senior RCF Letter of Credit Facility	5.50%	Floating	6/2021	34		17
Letter of Credit Facility	5.50%	Floating	6/2021	23		0
Unamortized Debt Issuance Costs and Net (Discount) Premium				(36)		(36)
Total Non-Vehicle Debt Subject to Compromise				4,511		4,443
Vehicle Debt
HVF II U.S. ABS Program
HVF II U.S. Vehicle Variable Funding Notes
HVF II Series 2013-A(3)(4)	3.41%	Floating	3/2022	1,665		1,940
				1,665		1,940
HVF II U.S. Vehicle Medium Term Notes

HVF II Series 2015-3(4)	3.78%	Fixed	9/2020	144		163
HVF II Series 2016-2(4)	4.12%	Fixed	3/2021	232		263
HVF II Series 2016-4(4)	3.78%	Fixed	7/2021	165		187
HVF II Series 2017-1(4)	4.03%	Fixed	10/2020	176		199
HVF II Series 2017-2(4)	4.45%	Fixed	10/2022	145		164
HVF II Series 2018-1(4)	3.93%	Fixed	2/2023	414		468
HVF II Series 2018-2(4)	4.40%	Fixed	6/2021	84		94
HVF II Series 2018-3(4)	4.69%	Fixed	7/2023	84		95


(In millions)	(In millions)	Outstanding Principal							(In millions)	Outstanding Principal
Senior Notes	Senior Notes	June 30, 2020		December 31, 2019		Senior Notes	March 31, 2021			December 31, 2020
6.250% Senior Notes due October 2022	6.250% Senior Notes due October 2022	500		500		6.250% Senior Notes due October 2022	$	500		$	500
5.500% Senior Notes due October 2024	5.500% Senior Notes due October 2024	800		800		5.500% Senior Notes due October 2024	800			800
7.125% Senior Notes due August 2026	7.125% Senior Notes due August 2026	500		500		7.125% Senior Notes due August 2026	500			500
6.000% Senior Notes due January 2028	6.000% Senior Notes due January 2028	900		900		6.000% Senior Notes due January 2028	900			900
		$	2,700	$	2,700		$	2,700		$	2,700


(In millions)	Outstanding Principal
European Vehicle Notes	June 30, 2020		December 31, 2019
4.125% Senior Notes due October 2021	$	252	$	251
5.500% Senior Notes due March 2023	561		559
	$	813	$	810


~~(In millions)~~	~~Aggregate Principal Amount~~
~~HVF II Series 2017-2 Class D Notes~~	$	20
~~HVF II Series 2018-1 Class D Notes~~	58
~~HVF II Series 2018-2 Class D Notes~~	13
~~HVF II Series 2018-3 Class D Notes~~	13
~~HVF II Series 2019-1 Class D Notes~~	45
~~HVF II Series 2019-2 Class D Notes~~	49
~~Total~~	$	~~198~~


(In millions)	(In millions)	Remaining Capacity		Availability Under Borrowing Base Limitation		(In millions)	Remaining Capacity		Availability Under Borrowing Base Limitation
Non-Vehicle Debt	Non-Vehicle Debt					Non-Vehicle Debt
Senior RCF⁽¹⁾	Senior RCF⁽¹⁾	$	—	$	—	Senior RCF(1)	$	0	$	0
Senior Secured Superpriority Debtor-in-Possession Credit Agreement						Senior Secured Superpriority Debtor-in-Possession Credit Agreement	900		900
Letter of Credit Facility⁽¹⁾	Letter of Credit Facility⁽¹⁾	—		—		Letter of Credit Facility(1)	0		0
Alternative Letter of Credit Facility⁽¹⁾	Alternative Letter of Credit Facility⁽¹⁾	—		—		Alternative Letter of Credit Facility(1)	0		0
Total Non-Vehicle Debt	Total Non-Vehicle Debt	—		—		Total Non-Vehicle Debt	900		900
Vehicle Debt	Vehicle Debt					Vehicle Debt
U.S. Vehicle RCF⁽¹⁾		—		—

HVF II U.S. Vehicle Variable Funding Notes⁽¹⁾	HVF II U.S. Vehicle Variable Funding Notes⁽¹⁾	—		—		HVF II U.S. Vehicle Variable Funding Notes(1)	0		0
HFLF Variable Funding Notes⁽¹⁾		—		—

HVIF Series 2020-1						HVIF Series 2020-1	3,119		35
European ABS	European ABS	49		—		European ABS	494		4
Hertz Canadian Securitization⁽¹⁾		—		—
Donlen Canadian Securitization		2		—
Hertz Canadian Securitization						Hertz Canadian Securitization	183		0

Australian Securitization	Australian Securitization	7		—		Australian Securitization	62		4
U.K. Financing Facility	U.K. Financing Facility	37		—		U.K. Financing Facility	19		0
New Zealand RCF	New Zealand RCF	3		2		New Zealand RCF	21		0
Total Vehicle Debt	Total Vehicle Debt	98		2		Total Vehicle Debt	3,898		43
Total	Total	$	98	$	2	Total	$	4,798	$	943


(In millions)	Three Months Ended June 30, 2020		Six Months Ended June 30, 2020
Termination charges:
Direct vehicle and operating	$	25	$	25
Selling, general and administrative	12		12
Total	$	37	$	37


	Three Months Ended June 30,						Six Months Ended June 30,
(In millions, except per share data)	2020		2019		2020		2019
Numerator:
Net income (loss) attributable to Hertz Global	$	(847)	$	38	$	(1,203)	$	(108)
Denominator:
Basic weighted-average shares outstanding (excluding the impact of the Rights Offering)	144		84		143		84
Rights Offering adjustment⁽¹⁾	—		12		—		12
Basic weighted-average shares outstanding	144		96		143		96
Dilutive stock options, RSUs and PSUs	—		1		—		—
Diluted weighted-average shares outstanding	144		97		143		96
Antidilutive stock options, RSUs, PSUs and PSAs	2		1		2		2
Earnings (loss) per share:
Basic earnings (loss) per share	$	(5.86)	$	0.40	$	(8.39)	$	(1.13)
Diluted earnings (loss) per share	$	(5.86)	$	0.40	$	(8.39)	$	(1.13)


	U.S. Plan
	Three Months Ended June 30,						Six Months Ended June 30,
(in millions)	2020		2019		2020		2019
Service cost	$	—	$	—	$	—	$	—
Interest cost	4		5		8		11
Expected return on plan assets	(5)		(6)		(10)		(11)
Net amortizations	1		2		2		3
Settlement loss⁽¹⁾	4		—		4		—
Net pension expense (benefit)	$	4	$	1	$	4	$	3


		As of June 30, 2020						As of December 31, 2019							March 31, 2021				As of December 31, 2020
(In millions)	(In millions)	Nominal Unpaid Principal Balance		Aggregate Fair Value⁽¹⁾		Nominal Unpaid Principal Balance		Aggregate Fair Value		(In millions)	Nominal Unpaid Principal Balance		Aggregate Fair Value		Nominal Unpaid Principal Balance		Aggregate Fair Value
Non-Vehicle Debt⁽²⁾⁽¹⁾	Non-Vehicle Debt⁽²⁾⁽¹⁾	$	4,406	$	1,738	$	3,755	$	3,840	Non-Vehicle Debt⁽²⁾⁽¹⁾	$	5,313	$	5,316	$	4,747	$	3,382
Vehicle Debt	Vehicle Debt	12,999		12,660		13,415		13,529		Vehicle Debt	6,340		6,254		6,087		6,021
Total	Total	$	17,405	$	14,398	$	17,170	$	17,369	Total	$	11,653	$	11,570	$	10,834	$	9,403


~~(In millions)~~	~~June 30, 2020~~

~~Accounts payable~~	$	~~301~~

~~Accrued liabilities~~	~~226~~
~~Accrued taxes, net~~	27
~~Accrued interest on debt subject to compromise~~	46

~~Debt subject to compromise~~⁽¹⁾	~~4,312~~


~~Liabilities subject to compromise - Hertz Global~~	$	~~4,912~~
~~Due from Affiliate - Hertz~~⁽²⁾	65
~~Liabilities subject to compromise - Hertz~~	$	~~4,977~~


	~~June 30, 2020~~
~~ASSETS~~
~~Cash and cash equivalents~~	$	~~875~~
~~Restricted cash and cash equivalents~~	~~382~~
~~Total cash, cash equivalents, restricted cash and restricted cash equivalents~~	~~1,257~~
~~Receivables, net~~	~~454~~
~~Due from non-debtor affiliates~~	~~50,004~~
~~Prepaid expenses and other assets~~	~~629~~
~~Revenue earning vehicles, net~~	~~179~~
~~Property and equipment, net~~	~~633~~
~~Operating lease right-of-use assets~~	~~1,450~~
~~Investment in subsidiaries, net~~	~~4,458~~
~~Intangible assets, net~~	~~3,084~~
~~Goodwill~~	~~524~~
~~Total assets~~	$	~~62,672~~

~~LIABILITIES AND EQUITY~~
~~Accounts payable~~	$	—
~~Due to non-debtor affiliates~~	~~242~~
~~Accrued liabilities~~	~~506~~
~~Accrued taxes, net~~	19
~~Debt~~	~~150~~
~~Operating lease liabilities~~	~~1,422~~
~~Self-insured liabilities~~	~~263~~
~~Deferred income taxes, net~~	—
~~Total liabilities not subject to compromise~~	~~2,602~~
~~Liabilities subject to compromise~~	~~59,511~~
~~Total liabilities~~	~~62,113~~
~~Total equity attributable to the Debtors~~	~~559~~


~~Total liabilities and equity~~	$	~~62,672~~


	Three Months Ended March 31, 2021
Total revenues	$	942
Expenses:
Direct vehicle and operating	687
Depreciation of revenue earning vehicles and lease charges	322
Selling, general and administrative	117
Interest (income) expense, net	34

Other (income) expense, net	18
Reorganization items, net	42
(Gain) from the sale of a business	(392)
Total expenses	828
Income (loss) before income taxes and equity in earnings (losses) of non-debtor entities	114
Income tax (provision) benefit	(335)
Equity in earnings (losses) of non-debtor entities	411
Net income (loss)	190


Total other comprehensive income (loss), net of tax	17
Comprehensive income (loss) attributable to the Debtors	$	207


	~~Six~~Three Months Ended ~~June 30, 2020~~March 31, 2021

























Net cash provided by (used in) operating activities	$	~~(26)~~(53)
Cash flows from investing activities:
Revenue earning vehicles expenditures	~~(460)~~(10)
Proceeds from disposal of revenue earning vehicles	~~433~~ (25)
Non-vehicle capital asset expenditures	~~(64)~~(8)
Proceeds from non-vehicle capital assets disposed of ~~or to be disposed of~~	493

~~Sales~~Proceeds from the sale of ~~marketable securities~~business, net of cash sold	74818
Capital contributions to non-debtor entities	~~(741)~~(411)
Return of capital from non-debtor entities	~~838~~43
~~Loan to non-debtor entity~~	~~(180)~~
~~Loan repayment from non-debtor entity~~	~~189~~

Net cash provided by (used in) investing activities	~~138~~410
Cash flows from financing activities:
~~Proceeds from issuance of vehicle debt~~	~~321~~
~~Repayments of vehicle debt~~	~~(374)~~
Proceeds from issuance of non-vehicle debt	~~1,498~~560
Repayments of non-vehicle debt	~~(853)~~(1)
~~Proceeds from the issuance of stock, net~~	29






~~Other~~	~~(2)~~
Net cash provided by (used in) financing activities	~~619~~559

Net increase (decrease) in cash, cash equivalents, restricted cash and restricted cash equivalents during the period	~~731~~916
Cash, cash equivalents, restricted cash and restricted cash equivalents at beginning of period	~~526~~797
Cash, cash equivalents, restricted cash and restricted cash equivalents at end of period	$	~~1,257~~1,713


		Three Months Ended June 30,						Percent Increase/(Decrease)			Six Months Ended June 30,										Percent Increase/(Decrease)	Three Months Ended March 31,		Percent Increase/(Decrease)
($ In millions)	($ In millions)	2020		2019						2020			2019					Percent Increase/(Decrease)	($ In millions)	2021		2020	Percent Increase/(Decrease)
Total revenues	Total revenues	$	832	$	2,511	(67)	%	$	2,755		$	4,618		(40)	%	Total revenues	$			$	1,923	(33)%
Direct vehicle and operating expenses	Direct vehicle and operating expenses	704		1,388		(49)		1,945			2,655			(27)		Direct vehicle and operating expenses	827			1,241		(33)
Depreciation of revenue earning vehicles and lease charges	Depreciation of revenue earning vehicles and lease charges	610		634		(4)		1,286			1,226			5		Depreciation of revenue earning vehicles and lease charges	243			677		(64)
Selling, general and administrative expenses	Selling, general and administrative expenses	168		258		(35)		377			490			(23)		Selling, general and administrative expenses	156			208		(25)
Interest expense, net:	Interest expense, net:															Interest expense, net:
Vehicle	Vehicle	132		127		4		250			238			5		Vehicle	104			118		(12)
Non-vehicle	Non-vehicle	43		70		(40)		99			141			(30)		Non-vehicle	44			55		(20)
Interest expense, net	Interest expense, net	175		197		(11)		349			379			(8)		Interest expense, net	148			173		(14)
Technology-related intangible and other asset impairments		193		—		NM		193			—			NM
Write-off of intercompany loan		133		—		NM		133			—			NM

Other (income) expense, net	Other (income) expense, net	2		(12)		NM		(15)			(31)			(49)		Other (income) expense, net	(3)			(17)		(84)
Reorganization items, net	Reorganization items, net	23		—		NM		23			—			NM		Reorganization items, net	42			—		NM
(Gain) from the sale of a business																(Gain) from the sale of a business	(392)			—		NM
Income (loss) before income taxes	Income (loss) before income taxes	(1,176)		46		NM		(1,536)			(101)			NM		Income (loss) before income taxes	268			(359)		NM
Income tax (provision) benefit	Income tax (provision) benefit	219		(5)		NM		224			(4)			NM		Income tax (provision) benefit	(79)			3		NM
Net income (loss)	Net income (loss)	(957)		41		NM		(1,312)			(105)			NM		Net income (loss)	189			(356)		NM
Net (income) loss attributable to noncontrolling interests	Net (income) loss attributable to noncontrolling interests	5		(2)		NM		6			(1)			NM		Net (income) loss attributable to noncontrolling interests	1			1		(5)
Net income (loss) attributable to Hertz	Net income (loss) attributable to Hertz	$	(952)	$	39	NM		$	(1,306)		$	(106)		NM		Net income (loss) attributable to Hertz	$	190		$	(355)	NM
Adjusted Corporate EBITDA^(a)	Adjusted Corporate EBITDA^(a)	$	(587)	$	207	NM		$	(830)		$	203		NM		Adjusted Corporate EBITDA(a)	$	2		$	(243)	NM


	Three Months Ended March 31,						Percent Increase/(Decrease)
($ in millions, except as noted)	2021			2020
Total revenues	$	207		$	368		(44)%
Depreciation of revenue earning vehicles and lease charges	$	38		$	89		(58)
Direct vehicle and operating expenses	$	141		$	265		(47)
Direct vehicle and operating expenses as a percentage of total revenues	68		%	72		%
Selling, general and administrative expenses	$	36		$	48		(24)
Selling, general and administrative expenses as a percentage of total revenues	17		%	13		%
Vehicle interest expense	$	21		$	21		(1)
Adjusted EBITDA	$	(6)		$	(45)		(86)
Transaction Days (in thousands)(b)	4,872			8,863			(45)
Average Vehicles (in whole units)(c)	75,446			147,987			(49)
Vehicle Utilization(c)	72		%	66		%
Total RPD (in whole dollars)(d)	$	42.49		$	45.57		(7)
Total RPU Per Month (in whole dollars)(e)	$	915		$	910		1
Depreciation Per Unit Per Month (in whole dollars)(f)	$	168		$	220		(24)
Percentage of program vehicles as of period end	26		%	37		%


	U.S. Rental Car						International Rental Car
	Three Months Ended June 30,
	2020		2019		2020		2019
Transaction Days (in thousands)	12,964		41,173		4,256		13,125
Average Vehicles (in whole units)	502,763		554,794		129,615		186,881
Number of days in period (in whole units)	91		91		91		91
Available Car Days (in thousands)	45,751		50,486		11,795		17,006
Vehicle Utilization	28	%	82	%	36	%	77	%


(In millions)	(In millions)	6/30/2020		12/31/2019		(In millions)	March 31, 2021		December 31, 2020
Cash and cash equivalents	Cash and cash equivalents	$	1,366	$	865	Cash and cash equivalents	$	1,087	$	1,096
Availability under the Senior RCF	Availability under the Senior RCF	—		526		Availability under the Senior RCF	—		—
Corporate liquidity	Corporate liquidity	$	1,366	$	1,391	Corporate liquidity	$	1,087	$	1,096


~~(In millions)~~	~~Six Months Ended June 30,~~
	~~2020~~
~~Total revenues~~	$	~~1,846~~







~~Income (loss) before income taxes and equity in earnings (losses) of subsidiaries~~⁽¹⁾	~~(2,724)~~


~~Net income (loss)~~	~~(1,306)~~

~~Net income (loss) attributable to Hertz~~	~~(1,306)~~


Cash inflow (cash outflow)	Cash inflow (cash outflow)	Revenue Earning Vehicles											Cash inflow (cash outflow)	Revenue Earning Vehicles
(In millions)	(In millions)	Capital Expenditures		Disposal Proceeds		Net Capital Expenditures		(In millions)	Capital Expenditures		Disposal Proceeds			Net Capital Expenditures
2021								2021
First Quarter								First Quarter	$	(1,517)	$	686		$	(831)

2020	2020							2020
First Quarter	First Quarter	$	(4,346)	$	2,212	$	(2,134)	First Quarter	$	(4,346)	$	2,212		$	(2,134)
Second Quarter		(610)		2,793		2,183

Total		$	(4,956)	$	5,005	$	49
2019
First Quarter		$	(3,973)	$	2,153	$	(1,820)
Second Quarter		(4,974)		2,059		(2,915)

Total		$	(8,947)	$	4,212	$	(4,735)


Cash inflow (cash outflow)	Cash inflow (cash outflow)	Non-Vehicle Capital Assets											Cash inflow (cash outflow)	Non-Vehicle Capital Assets
(In millions)	(In millions)	Capital Expenditures		Disposal Proceeds		Net Capital Expenditures		(In millions)	Capital Expenditures		Disposal Proceeds			Net Capital Expenditures
2021								2021
First Quarter								First Quarter	$	(9)	$	4		$	(5)

2020	2020							2020
First Quarter	First Quarter	$	(59)	$	23	$	(36)	First Quarter	$	(59)	$	23		$	(36)
Second Quarter		(13)		27		14

Total		$	(72)	$	50	$	(22)
2019
First Quarter		$	(54)	$	19	$	(35)
Second Quarter		(64)		2		(62)

Total		$	(118)	$	21	$	(97)