UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
____________________
FORM 8-K
| PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
October 1, 2010
Date of Report (Date of earliest event reported)
DOLLAR THRIFTY AUTOMOTIVE GROUP, INC.
(Exact name of registrant as specified in its charter)
| Delaware | 1-13647 | 73-1356520 |
| (State or other jurisdiction | (Commission | (I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
5330 East 31st Street, Tulsa, Oklahoma 74135
(Address of principal executive offices and zip code)
Registrant’s telephone number, including area code: (918) 660-7700
(Former name or former address, if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[X] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
| ITEM 1.02 | TERMINATION OF A MATERIAL DEFINITIVE AGREEMENT |
On October 1, 2010, Hertz Global Holdings, Inc. (“Hertz”) notified Dollar Thrifty Automotive Group, Inc. (“DTAG”) that it had terminated the Agreement and Plan of Merger (the “Merger Agreement”), dated as of April 25, 2010, as amended, by and among Hertz, HDTMS Inc., a wholly-owned subsidiary of Hertz, and DTAG, pursuant to Section 8.03(b)(iii) thereof. As previously reported, at the special meeting of shareholders of DTAG, held on September 30, 2010, the necessary majority of the outstanding shares of DTAG did not vote in favor of adopting the Merger Agreement or in favor of approving the adjournment of the meeting to solicit additional proxies in favor of adopting the Merger Ag reement.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| | DOLLAR THRIFTY AUTOMOTIVE GROUP, INC. |
| | (Registrant) |
| October 1, 2010 | By: | /s/ H. CLIFFORD BUSTER III |
| | | H. Clifford Buster III |
| | | Senior Executive Vice President, Chief Financial |
| | | Officer and Principal Financial Officer |
