What changed in this filing

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Item 9A. Controls and Procedures

2024-02-16 compared with 2023-02-16 · 303 added, 238 removed, 1557 unchanged (26% of the section changed)

11 unchanged sentences

During the fourth quarter of 2022, there was no change in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

During the fourth quarter of 2023, there was no change in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under

the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

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OTHER INFORMATION

During the three months ended December 31, 2023, no director or Section 16 officer of the Company adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408(a) of Regulation S-K.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

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FERRARO President and Chief Executive Officer February 16, 2024

/s/ BRIAN CHOI Executive Vice President and Chief Financial Officer February 16, 2023

/s/ IZILDA P.

MARTINS Executive Vice President and Chief Financial Officer February 16, 2024

/s/ CATHLEEN DEGENOVA Vice President and Chief Accounting Officer February 16, 2024

102 unchanged sentences

Total expenses 10,094 8,358 7,605

Income (loss) before income taxes 3,636 1,708 ( 956 )

Provision for (benefit from) income taxes 880 425 ( 272 )

Net income (loss) 2,756 1,283 ( 684 )

net loss attributable to non-controlling interests ( 8 ) ( 2 ) —

Net income (loss) attributable to Avis Budget Group, Inc.

Income before income taxes 1,914 3,636 1,708

Provision for income taxes 279 880 425

Net income 1,635 2,756 1,283

Net income (loss) attributable to non-controlling interests 3 ( 8 ) ( 2 )

Net income attributable to Avis Budget Group, Inc.

$ 1,632 $ 2,764 $ 1,285

Earnings (loss) per share

Earnings per share

Basic $ 42.57 $ 58.41 $ 19.79

6 unchanged sentences

2023 2022 2021

Net income (loss) $ 2,756 $ 1,283 $ ( 684 )

net loss attributable to non-controlling interests ( 8 ) ( 2 ) —

Net income (loss) attributable to Avis Budget Group, Inc.

Net income $ 1,635 $ 2,756 $ 1,283

Net income (loss) attributable to non-controlling interests 3 ( 8 ) ( 2 )

Net income attributable to Avis Budget Group, Inc.

1,632 2,764 1,285

10 unchanged sentences

Reclassification of pension and post-retirement benefits to earnings, net of tax of $( 1 ), $( 2 ), and $( 2 ), respectively

Total comprehensive income (loss) attributable to Avis Budget Group, Inc.

Total comprehensive income attributable to Avis Budget Group, Inc.

$ 1,637 $ 2,796 $ 1,339

45 unchanged sentences

Additional paid-in capital 6,634 6,666

Retained earnings (accumulated deficit) 2,579 ( 185 )

Retained earnings 3,854 2,579

Accumulated other comprehensive loss ( 96 ) ( 101 )

13 unchanged sentences

Operating activities

Net income (loss) $ 2,756 $ 1,283 $ ( 684 )

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

Net income $ 1,635 $ 2,756 $ 1,283

Adjustments to reconcile net income to net cash provided by operating activities:

Vehicle depreciation 2,228 1,709 1,402

26 unchanged sentences

( 7,017 ) ( 4,019 ) ( 6,152 )

Net cash provided by (used in) investing activities ( 4,299 ) ( 6,306 ) 3,177

Net cash used in investing activities ( 7,346 ) ( 4,299 ) ( 6,306 )

Avis Budget Group, Inc.

8 unchanged sentences

Debt financing fees ( 22 ) ( 7 ) ( 24 )

Proceeds from issuance of common stock — — 15

Repurchases of common stock ( 951 ) ( 3,329 ) ( 1,460 )

Dividends paid ( 355 ) — —

Contributions from non-controlling interests — 40 38

Net cash provided by (used in) financing activities exclusive of vehicle programs ( 2,592 ) ( 1,699 ) 553

Net cash used in financing activities exclusive of vehicle programs ( 1,210 ) ( 2,592 ) ( 1,699 )

Vehicle programs:

20 unchanged sentences

Balance at January 1, 2021 137.1 $ 1 $ 6,668 $ ( 1,470 ) $ ( 187 ) ( 67.3 ) $ ( 5,167 ) $ ( 155 ) $ — $ ( 155 )

Cumulative effect of accounting change — — ( 1 ) — — ( 1 ) — ( 1 )

Comprehensive loss:

Net loss — — — ( 684 ) — — — — — ( 684 )

Other comprehensive loss — — — — ( 30 ) — — — — ( 30 )

Total comprehensive loss ( 684 ) ( 30 ) ( 714 ) — ( 714 )

Non-controlling interests — — ( 2 ) — — — — ( 2 ) — ( 2 )

Comprehensive income:

Net income — — — 1,285 — — — — ( 2 ) 1,283

Other comprehensive income — — — — 54 — — — — 54

Total comprehensive income 1,285 54 1,339 ( 2 ) 1,337

Contributions from non-controlling interests — — 25 — — — — 25 13 38

Net activity related to restricted stock units — — ( 17 ) — — 0.4 31 14 — 14

Activity related to employee stock purchase plan — — ( 1 ) — — — 1 — — —

Issuance of common stock — — ( 20 ) — — 0.4 35 15 — 15

Repurchases of common stock — — — — — ( 14.3 ) ( 1,443 ) ( 1,443 ) — ( 1,443 )

12 unchanged sentences

Total comprehensive income 1,632 5 1,637 3 1,640

Contributions from non-controlling interests — — 24 — — — — 24 — 24

Net activity related to restricted stock units — — ( 32 ) ( 2 ) — 0.3 3 ( 31 ) — ( 31 )

Repurchases of common stock — — — — — ( 16.7 ) ( 3,267 ) ( 3,267 ) — ( 3,267 )

Repurchases of common stock (a)

— — — — — ( 4.3 ) ( 897 ) ( 897 ) — ( 897 )

Dividends paid ($ 10.00 per share)

— — — ( 355 ) — — — ( 355 ) — ( 355 )

Balance at December 31, 2023 137.1 $ 1 $ 6,634 $ 3,854 $ ( 96 ) ( 101.6 ) $ ( 10,742 ) $ ( 349 ) $ 6 $ ( 343 )

(a) Amount includes excise taxes due under the Inflation Reduction Act of 2022 .

See Notes to Consolidated Financial Statements.

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Principles of Consolidation

The Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of our and all entities in which we have a direct or indirect controlling financial interest and variable interest entities for which we have determined we are the primary beneficiary.

The Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of our Company and all entities in which we have a direct or indirect controlling financial interest and variable interest entities for which we have determined we are the primary beneficiary.

We consolidate joint venture activities when we have a controlling interest and record non-controlling interests within stockholders’ equity and the statement of comprehensive income equal to the percentage of ownership interest retained in such entities by the respective non-controlling party.

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products and services for driving convenience such as fuel service options, roadside safety net, electronic toll collection,

tablet rentals, access to satellite radio, portable navigation units and child safety seat rentals;

and rentals of other supplemental items including automobile towing equipment and other moving accessories and supplies.

access to satellite radio, mobile WiFi devices, GPS navigation, child safety seat rentals, and rentals of other supplemental items including automobile towing equipment and other moving accessories and supplies.

We also receive payment from customers for certain operating expenses that we incur, including airport concession fees that are paid by us in exchange for the right to operate at airports and other locations, as well as vehicle licensing fees.

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As a result, revenue is recorded net of such taxes collected.

Revenues and expenses associated with gasoline, airport concessions and vehicle licensing are recorded on a gross basis within revenues and operating expenses.

Revenues and expenses associated with fuel, airport concessions and vehicle licensing are recorded on a gross basis within revenues and operating expenses.

Membership fees related to our car sharing business are generally nonrefundable, are deferred and recognized ratably over the period of membership.

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Derivative Instruments

Derivative instruments are used as part of our overall strategy to manage exposure to market risks associated with fluctuations in currency exchange rates, interest rates and gasoline costs.

Derivative instruments are used as part of our overall strategy to manage exposure to market risks associated with fluctuations in currency exchange rates, interest rates and fuel costs.

As a matter of policy, derivatives are not used for trading or speculative purposes.

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Treasury yield curve in effect at the

time of grant and, since we do not currently pay or plan to pay a dividend on our common stock, the expected dividend yield was zero .

time of grant and, since we do not currently pay or plan to pay a recurring dividend on our common stock, the expected dividend yield was zero .

Business Combinations

18 unchanged sentences

We classify long-lived assets and liabilities to be disposed of as held for sale in the period in which they are available for immediate sale in their present condition and the sale is probable and expected to be completed within one year.

We initially measure assets and liabilities held for sale at the lower of their carrying value or fair value less costs to sell and assesses their fair value each reporting period until disposed.

We initially measure assets and liabilities held for sale at the lower of their carrying value or fair value less costs to sell, and we reassess their fair value each reporting period until disposed.

When the divestiture represents a strategic shift that has, or will have, a major effect on our operations and financial results, the disposal is presented as a discontinued operation.

27 unchanged sentences

Recently Issued Accounting Pronouncements

Improvements to Income Tax Disclosures

In December 2023, the FASB issued ASU 2023-09, “Improvements to Income Tax Disclosures,” which amends Topic 740 primarily through enhanced disclosures about an entity’s tax risks and tax planning.

The amendments are effective for public business entities in annual periods beginning after December 15, 2024, with early adoption permitted on a prospective or retrospective basis.

ASU 2023-09 will become effective for us on January 1, 2025.

We are currently evaluating the impact of the adoption of this accounting pronouncement on our Consolidated Financial Statements.

Improvements to Reportable Segment Disclosures

In November 2023, the FASB issued ASU 2023-07, “Improvements to Reportable Segment Disclosures,” which amends Topic 280 primarily through enhanced disclosures about significant segment expenses.

The amendments are effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted.

ASU 2023-07 became effective for us on January 1, 2024.

We are currently evaluating the impact of the adoption of this accounting pronouncement on our Consolidated Financial Statements.

Accounting for Contract Assets and Contract Liabilities from Contracts with Customers

In October 2021, the FASB issued ASU 2021-08, “Accounting for Contract Assets and Contract Liabilities from Contracts with Customers,” which amends Topic 805 to add contract assets and contract liabilities to the list of exceptions to the recognition and measurement principles that apply to business combinations and to require an acquirer to recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606.

ASU 2021-08 becomes effective for us on January 1, 2023.

Early adoption is permitted on a retrospective or prospective basis.

The adoption of this accounting pronouncement is not expected to have a material impact on our Consolidated Financial Statements.

ASU 2021-08 became effective for us on January 1, 2023.

The adoption of this accounting pronouncement did not have a material impact on our Consolidated Financial Statements.

Reference Rate Reform

In January 2021, the FASB issued ASU 2021-01, “Reference Rate Reform (Topic 848),” which amends ASU 2020-04 and clarifies the scope and guidance of Topic 848 to allow derivatives impacted by the reference rate reform to qualify for certain optional expedients and exceptions for contract modifications and hedge accounting.

The guidance is optional and is effective for a limited period of time through December 31, 2022.

The guidance is optional and is effective for a limited period of time.

In December 2022, the FASB also issued ASU 2022-06, “Reference Rate Reform (Topic 848):

Deferral of the Sunset Date of Topic 848,” to defer the sunset date of ASC 848 from December 31, 2022 to December 31, 2024.

As of December 31, 2023, this guidance had no impact on our Consolidated Financial Statements and we will continue to evaluate this guidance.

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2023 2022 2021

Property leases (a)

Property leases

Operating lease expense $ 860 $ 703 $ 561

1 unchanged sentence

Sublease income ( 6 ) ( 5 ) ( 6 )

Total property lease expense $ 1,218 $ 988 $ 721

Total property lease expense (a)

$ 1,256 $ 1,218 $ 988

Vehicle leases

5 unchanged sentences

Total vehicle lease expense $ 201 $ 170 $ 197

(a) Primarily included in operating expenses and includes $( 9 ) million, $( 2 ) million and $ 60 million of minimum annual guaranteed rent in excess of concession fees as defined in our rental concession agreement for the years ended December 31, 2022, 2021 and 2020, respectively.

(a) Primarily included in operating expenses and for the years ended December 31, 2022 and 2021, includes $( 9 ) million and $( 2 ) million of minimum annual guaranteed rent in excess of concession fees as defined in our rental concession agreements, respectively.

(b) Included in vehicle depreciation and lease charges, net.

58 unchanged sentences

2023 2022 2021

Net income (loss) attributable to Avis Budget Group, Inc.

Net income attributable to Avis Budget Group, Inc.

for basic and diluted EPS $ 1,632 $ 2,764 $ 1,285

Basic weighted average shares outstanding 38.3 47.3 64.9

Options and non-vested stock 1.1 1.2 —

Non-vested stock 0.5 1.1 1.2

Diluted weighted average shares outstanding 38.8 48.4 66.1

Earnings (loss) per share:

Earnings per share:

Basic $ 42.57 $ 58.41 $ 19.79

Diluted $ 42.08 $ 57.16 $ 19.44

Diluted EPS was computed using the treasury stock method for non-vested stock.

The following table summarizes our outstanding common stock equivalents that were anti-dilutive and therefore excluded from the computation of diluted EPS (shares in millions):

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Restructuring and Other Related Charges

Restructuring

During second quarter 2022, we initiated a restructuring plan to focus on consolidating our global operations by designing new processes and implementing new systems (“Cost Optimization”).

As of December 31, 2022, we formally communicated and terminated employment of approximately 200 employees as part of this process.

We expect no further restructuring expense related to this initiative.

During the first quarter of 2021, we initiated a global restructuring plan to focus on cost discipline by reviewing headcounts, facilities and contractor agreements.

As of December 31, 2023, we formally communicated the termination of employment to approximately 400 employees as part of this process, the majority of which have been terminated.

We expect this initiative to be completed in 2024.

During first quarter 2021, we initiated a global restructuring plan to focus on cost discipline by reviewing headcounts, facilities and contractor agreements.

We transformed our business as we exited the COVID-19 crisis by controlling fixed costs and matching variable costs to demand (“T21”).

We expect no further restructuring expense related to this initiative.

This initiative is complete.

During first quarter 2020, we initiated a global restructuring plan to reduce operating costs, such as headcount and facilities, due to declining reservations and revenue resulting from the COVID-19 outbreak (“2020 Optimization”).

We expect no further restructuring expense related to this initiative.

This initiative is complete.

During third quarter 2019, we initiated a restructuring plan to exit our operations in Brazil by closing rental facilities, disposing of assets and terminating personnel (“Brazil”).

This initiative is complete.

During first quarter 2019, we initiated a restructuring plan to drive global efficiency by improving processes and consolidating functions, and to create new objectives and strategies for our truck rental operations in the U.S.

by reducing headcount, large vehicles and rental locations (“T19”).

This initiative is complete.

The following tables summarize the change to our restructuring-related liabilities and identifies the amounts recorded within our reporting segments for restructuring charges and corresponding payments and utilizations:

Personnel Related Facility Related Other (a)

Personnel Related Facility Related Other Total

Balance at January 1, 2021 $ 4 $ 2 $ 3 $ 9

Restructuring expense:

2020 Optimization 73 3 3 79

Brazil 1 1 ( 2 ) —

T21 26 4 2 32

T19 — — ( 2 ) ( 2 )

Restructuring payment/utilization:

T21 ( 17 ) ( 4 ) ( 4 ) ( 25 )

2020 Optimization ( 5 ) — — ( 5 )

Brazil — ( 1 ) 2 1

T19 ( 1 ) — 2 1

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Restructuring expense:

T21 26 4 2 32

T19 — — ( 2 ) ( 2 )

Cost Optimization 9 — — 9

Brazil — — 1 1

Restructuring payment/utilization:

Cost Optimization ( 6 ) — ( 1 ) ( 7 )

T21 ( 8 ) ( 1 ) — ( 9 )

2020 Optimization ( 1 ) — — ( 1 )

Brazil — — ( 1 ) ( 1 )

T19 — ( 1 ) — ( 1 )

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Cost Optimization ( 8 ) — ( 2 ) ( 10 )

T21 ( 8 ) ( 1 ) — ( 9 )

2020 Optimization ( 1 ) — — ( 1 )

Brazil — — ( 1 ) ( 1 )

T19 — ( 1 ) — ( 1 )

Balance as of December 31, 2023 $ 4 $ — $ — $ 4

(a) Includes expenses primarily related to the disposition of vehicles.

Americas International Total

1 unchanged sentence

Restructuring expense:

2020 Optimization 31 48 79

T19 ( 2 ) — ( 2 )

Restructuring payment/utilization:

T21 ( 4 ) ( 21 ) ( 25 )

2020 Optimization ( 2 ) ( 3 ) ( 5 )

2 unchanged sentences

Restructuring expense:

T19 ( 2 ) — ( 2 )

Cost Optimization 2 7 9

Restructuring payment/utilization:

Cost Optimization ( 2 ) ( 5 ) ( 7 )

T21 ( 2 ) ( 7 ) ( 9 )

2020 Optimization — ( 1 ) ( 1 )

Brazil ( 1 ) — ( 1 )

T19 — ( 1 ) ( 1 )

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Cost Optimization ( 6 ) ( 4 ) ( 10 )

T21 ( 2 ) ( 7 ) ( 9 )

2020 Optimization — ( 1 ) ( 1 )

Brazil ( 1 ) — ( 1 )

T19 — ( 1 ) ( 1 )

Balance as of December 31, 2023 $ 2 $ 2 $ 4

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As of December 31, 2021, approximately 130 employees elected to participate in the plan and the participants have been terminated.

During 2020, we offered a voluntary termination program to certain employees in field operations, shared services, and general and administrative functions for a limited time.

These employees, if qualified, elected resignation from employment in return for enhanced severance benefits to be settled in cash.

During the year ended December 31, 2020, we recorded other related charges of approximately $ 18 million in connection with the LVOP.

Officer Separation Costs

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Sita’s separation, we recorded other related charges of approximately $ 1 million, inclusive of accelerated stock-based compensation expense, for the year ended December 31, 2022.

In August 2020, we announced the resignation of John F.

North, III as our Chief Financial Officer.

Following his post-resignation transition to an advisory position, Mr.

North continued to serve as a consultant through January 1, 2021.

In connection with Mr.

North’s departure, we recorded other related charges of approximately $ 5 million, inclusive of accelerated stock-based compensation expense for the year ended December 31, 2020.

In March 2020, we announced the departure of Michael K.

Tucker as Executive Vice President, General Counsel effective March 27, 2020.

In connection with Mr.

Tucker’s separation, we recorded other related charges of approximately $ 2 million for the year ended December 31, 2020.

In June 2023, we completed the acquisition of a licensee in North America for approximately $ 14 million, plus approximately $ 20 million for acquired fleet.

This investment is in-line with our strategy to re-acquire licensees when advantageous to expand our footprint of Company-operated locations.

The acquired fleet was financed under our existing financing arrangements.

In connection with this acquisition, approximately $ 14 million was recorded to other intangibles related to license agreements.

The license agreements are being amortized over a weighted average useful life of approximately five years .

The fair value of the assets acquired and liabilities assumed has not yet been finalized and is therefore subject to change.

In September 2023, we completed the acquisition of McNicoll Vehicle Hire, a vehicle rental company in Scotland specializing in van and car rentals, for approximately $ 17 million, net of acquired cash.

The investment enabled the Company to expand its footprint of vehicle rental services in Scotland.

The excess of the purchase price over preliminary fair value of net assets acquired was allocated to goodwill, which was assigned to the Company’s International reportable segment.

In connection with this acquisition, approximately $ 10 million was recorded to goodwill, $ 4 million was recorded to trade names, and $ 1 million was recorded to customer relationships.

The trade names and customer relationships will be amortized over a weighted average useful life of approximately 10 years.

The goodwill is not deductible for tax purposes.

The fair value of the assets acquired and liabilities assumed has not yet been finalized and is therefore subject to change.

In October 2023, we completed the acquisition of a licensee in North America for approximately $ 10 million, plus approximately $ 4 million for acquired fleet.

This investment is in-line with our strategy to re-acquire licensees when advantageous to expand our footprint of Company-operated locations.

The acquired fleet was financed under our existing financing arrangements.

In connection with this acquisition, approximately $ 10 million was recorded to other intangibles related to license agreements.

The license agreements are being amortized over a weighted average useful life of approximately three years .

The fair value of the assets acquired and liabilities assumed has not yet been finalized and is therefore subject to change.

During 2021, we completed the acquisitions of various licensees in Europe and North America, for approximately $ 23 million, plus $ 22 million for acquired fleet.

1 unchanged sentence

The acquired fleet was financed under our existing financing arrangements.

In connection with these acquisitions, approximately $ 28 million was recorded to other intangibles related to franchise agreements.

In connection with these acquisitions, approximately $ 28 million was recorded to other intangibles related to license agreements.

The licens e agreements are being amortized over a weighted average useful life of approximately one year .

Differences between the preliminary allocation of purchase price and the final allocation were not material.

During 2020, we completed the acquisitions of various licensees in North America and Europe, for approximately $ 28 million, plus $ 22 million for acquired fleet.

These investments were in-line with our strategy to re-acquire licensees when advantageous to expand our footprint of Company-operated locations.

The acquired fleet was financed under our existing arrangements.

In connection with these acquisitions, approximately $ 28 million was recorded in other intangibles related to license agreements.

The license agreements are being amortized over a weighted average useful life of approximately two years .

Differences between the preliminary allocation of purchase price and the final allocation were not material for Avis and Budget Licensees.

Intangible Assets

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Goodwill as of January 1, 2022

$ 2,140 $ 1,086 $ 3,226

Accumulated impairment losses as of January 1, 2022

( 1,587 ) ( 531 ) ( 2,118 )

Goodwill as of January 1, 2022

553 555 1,108

Currency translation adjustments and other ( 3 ) ( 35 ) ( 38 )

Goodwill as of December 31, 2022

550 520 1,070

Acquisitions — 10 10

Currency translation adjustments and other 1 18 19

Goodwill as of December 31, 2023

$ 551 $ 548 $ 1,099

Vehicle Rental Activities

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At December 31, 2023, 2022 and 2021, we had payables related to vehicle purchases included in liabilities under vehicle programs - other o f $ 287 million, $ 265 million , and $ 142 million , respectively, and receivables related to vehicle sales included in assets under vehicle programs - receivables from vehicle manufacturers and other of $ 237 million, $ 212 million , and $ 134 million, respectively.

The provision for (benefit from) income taxes consists of the following:

The provision for income taxes consists of the following:

Year Ended December 31,

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Foreign 67 82 ( 9 )

Deferred income tax provision (benefit) 682 378 ( 317 )

Provision for (benefit from) income taxes $ 880 $ 425 $ ( 272 )

Income (loss) before income taxes is comprised of the following:

Deferred income tax provision 191 682 378

Provision for income taxes $ 279 $ 880 $ 425

Income before income taxes is comprised of the following:

Year Ended December 31,

2023 2022 2021

United States $ 3,114 $ 1,529 $ ( 590 )

United States (U.S.) $ 1,418 $ 3,114 $ 1,529

Foreign 496 522 179

Income (loss) before income taxes

Income before income taxes

$ 1,914 $ 3,636 $ 1,708

18 unchanged sentences

Deferred income tax assets, net $ 1,868 $ 1,379

(a) T he valuation allowance of $ 101 million at December 31, 2022 relates to tax loss carryforwards and certain deferred tax assets of $ 97 million and $ 4 million, respectively.

The valuation allowance of $ 167 million at December 31, 2021 relates to tax loss carryforwards and certain deferred tax assets of $ 163 million and $ 4 million, respectively.

(a) T he valuation allowance at December 31, 2023 relates to tax loss carryforwards and certain deferred tax assets of $ 100 million and $ 3 million, respectively.

The valuation allowance at December 31, 2022 relates to tax loss carryforwards and certain deferred tax assets of $ 97 million and $ 4 million, respectively.

The valuation allowances will be reduced when and if we determine it is more likely than not that the related deferred income tax assets will be realized.

The decrease in valuation allowance as compared to the year ended December 31, 2021 is primarily related to a release of valuation allowance for certain state net operating losses.

Deferred income tax assets and liabilities related to vehicle programs are comprised of the following:

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federal statutory rates 2.8 1.2 ( 2.0 )

Tax credits (a)

( 11.7 ) ( 0.4 ) —

Stock-based compensation ( 1.1 ) ( 0.5 ) ( 0.3 )

Other non-deductible (non-taxable) items 0.7 0.4 0.6

Other ( 0.5 ) 0.7 —

( 1.1 ) ( 0.1 ) 0.7

14.6 % 24.2 % 24.9 %

(a) For the year ended December 31, 2022, we reclassified ( 0.4 %) of certain tax credits to conform to the current year presentation.

This reclassification had no impact to our reported effective income tax rate.

The following is a tabular reconciliation of the gross amount of unrecognized tax benefits for the year:

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Settlements — ( 5 ) —

Statute of limitations ( 2 ) — —

Foreign currency translation 2 ( 2 ) ( 3 )

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In significant foreign jurisdictions, the 2012 through 2022 tax years generally remain subject to examination by their respective tax authorities.

Substantially all of the gross amount of the unrecognized tax benefits at December 31, 2022, 2021 and 2020, if recognized, would affect our provision for (benefit from) income taxes.

Substantially all of the gross amount of the unrecognized tax benefits at December 31, 2023, 2022 and 2021, if recognized, would affect our provision for income taxes.

As of December 31, 2023, our unrecognized tax benefits were offset by tax loss carryforwards and other deferred tax assets in the amount of $ 28 million.

1 unchanged sentence

As of December 31,

Unrecognized tax benefit in non-current income taxes payable (a)

Unrecognized tax benefits in current income taxes payable (a)

Unrecognized tax benefits in non-current income taxes payable (a)

Accrued interest payable on potential tax liabilities (b)

(a) Pursuant to the agreements governing the disposition of certain subsidiaries in 2006, we are entitled to indemnification for certain predisposition tax contingencies.

As of December 31, 2022 and 2021, $ 13 million, in each period, of unrecognized tax benefits are related to tax contingencies for which we believe we are entitled to indemnification.

As of December 31, 2023, $ 17 million of unrecognized tax benefits in current income taxes payable are related to tax contingencies which we believe we are entitled to indemnification.

As of December 31, 2022, $ 13 million unrecognized tax benefits in non-current income taxes payable are related to tax contingencies for which we believe we are entitled to indemnification.

(b) We recognize potential interest related to unrecognized tax benefits within interest expense related to corporate debt, net on the accompanying Consolidated Statements of Operations.

Penalties incurred during the years ended December 31, 2022, 2021 and 2020, were not significant and were recognized as a component of the provision for (benefit from) income taxes .

Penalties incurred during the years ended December 31, 2023, 2022 and 2021, were not significant and were recognized as a component of the provision for income taxes .

Other Current Assets

3 unchanged sentences

Sales and use taxes 192 142

Other 253 112

Other current assets $ 684 $ 506

40 unchanged sentences

March 2029 600 600

7.250 % euro-denominated Senior Notes

July 2030 441 —

8.000 % Senior Notes

February 2031 497 —

Floating Rate Term Loan (a)

6 unchanged sentences

Long-term debt $ 4,791 $ 4,644

(a) The floating rate term loan is part of our senior revolving credit facility, which is secured by pledges of capital stock of certain our subsidiaries, and liens on substantially all of our intellectual property and certain other real and personal property.

(a) The floating rate term loans are part of our senior revolving credit facility, which is secured by pledges of capital stock of certain of our subsidiaries, and liens on substantially all of our intellectual property and certain other real and personal property.

(b) Primarily includes finance leases which are secured by liens on the related assets.

Floating Rate Term Loan due 2027.

In March 2022, we entered into a $ 750 million Floating Rate Term Loan due March 2029, at a price of 97 % of the aggregate principal amount, with interest paid monthly.

The Term Loan bears interest at one-month Secured Overnight Financing Rate (“SOFR”) plus 350 basis points for an aggregate rate of 7.92 %.

Floating Rate Term Loan due 2027.

In February 2020, we amended our Floating Rate Term Loan and extended its maturity term to 2027.

We increased the outstanding borrowing principal amount of the Floating Rate Term Loan to $ 1.2 billion and on April 1, 2020 used the additional loan amount to redeem $ 100 million of our outstanding 5.500 % Senior Notes due 2023.

As of December 31, 2022, the loan bears interest at one-month LIBOR plus 1.75 %, for an aggregate rate of 6.14 %;

As of December 31, 2023, the loan bears interest at one-month Secured Overnight Financing Rate (“SOFR”) plus 1.75 %, for an aggregate rate of 7.22 %;

however, we entered into an interest rate swap to hedge $ 750 million of our interest rate exposure related to the floating rate term loan at an aggregate rate of 3.26 %.

Floating Rate Term Loan due 2029.

In March 2022, we entered into a $ 750 million Floating Rate Term Loan due March 2029, at a price of 97 % of the aggregate principal amount, with interest paid monthly.

In December 2023, we redeemed approximately $ 200 million of our outstanding balance using the proceeds from the issuance of our 8.000 % Senior Notes due February 2031.

The Term Loan bears interest at one-month SOFR plus 3.00 % for an aggregate rate of 8.46 %.

4.125 % euro-denominated Senior Notes due 2024.

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In October 2016, we used the net proceeds from the offering primarily to redeem € 275 million of our outstanding 6.000 % euro-denominated Senior Notes due 2021.

We redeemed these notes in September 2023 using the proceeds from our 7.250 % euro-denominated Senior Notes due July 2030.

4.500 % euro-denominated Senior Notes due 2025.

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In April 2017, we used the net proceeds from the offering to redeem our outstanding € 175 million principal amount of 6.000 % euro-denominated Senior Notes due 2021 for € 180 million plus accrued interest.

In June 2017, we used the remaining proceeds to redeem a portion of our Floating Rate Senior Notes due 2017.

In June 2017, we used the remaining proceeds to redeem a portion of our Floating Rate Senior

Notes due 2017.

We redeemed these notes in November 2023 using the proceeds from our 8.000 % Senior Notes due February 2031.

4.750 % euro-denominated Senior Notes due 2026.

In October 2018, we issued € 350 million of 4.750 % euro-denominated Senior Notes due 2026, at par, with interest payable semi-annually.

We have the right to redeem these notes in whole or in part on or after September 30, 2021 at specified redemption prices plus

accrued interest.

We have the right to redeem these notes in whole or in part on or after September 30, 2021 at specified redemption prices plus accrued interest.

In October 2018, we used the net proceeds from the offering to redeem our 5.125 % Senior Notes due June 2022 for $ 410 million plus accrued interest.

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Net proceeds, together with cash on hand, were used to redeem all of the outstanding 10.500 % Senior Secured Notes due 2025 for $ 599 million plus accrued interest.

7.250 % euro-denominated Senior Notes due July 2030 .

In July 2023, we issued € 400 million of 7.250 % euro-denominated Senior Notes due July 2030, at par, with interest payable semi-annually.

We have the right to redeem these notes in whole or in part at any time on or after July 2026 at a specified redemption price plus accrued interest.

In September 2023, we used net proceeds from the offering primarily to redeem all of the € 300 million of our outstanding 4.125 % euro-denominated Senior Notes due 2024 plus accrued interest.

8.000 % Senior Notes due February 2031 .

In November 2023, we issued $ 500 million of 8.000 % Senior Notes due February 2031, at 99.3 % of face value, with interest payable semi-annually.

We have the right to redeem these notes in whole or in part at any time on or after November 2026 at a specified redemption price plus accrued interest.

Net proceeds were used to fully redeem our 4.500 % euro-denominated Senior Notes due 2025 and a portion of our outstanding balance on our Term Loan due 2029, with the remainder being used for general corporate purposes.

In connection with the debt amendments and repayments for the years ended December 31, 2023 and 2021, we record ed $ 5 million and $ 136 million in early extinguishment of debt costs, respectively.

The 5.750 % Senior Notes, the 4.750 % Senior Notes and the 5.375 % Senior Notes are senior unsecured obligations of our Avis Budget Car Rental, LLC (“ABCR”) subsidiary, are guaranteed by us and certain of our domestic subsidiaries and rank equally in right of payment with all of our existing and future senior unsecured indebtedness.

The 4.125 % euro-denominated Senior Notes, 4.500 % euro-denominated Senior Notes and 4.750 % euro-denominated Senior Notes are unsecured obligations of our Avis Budget Finance plc subsidiary, are guaranteed on a senior basis by us and certain of our domestic subsidiaries and rank equally with all of our existing senior unsecured debt.

The 5.750 % Senior Notes, the 4.750 % Senior Notes, the 5.375 % Senior Notes and the 8.000 % Senior Notes are senior unsecured obligations of our Avis Budget Car Rental, LLC (“ABCR”) subsidiary, are guaranteed by us and certain of our domestic subsidiaries and rank equally in right of payment with all of our existing and future senior unsecured indebtedness.

The 4.125 % euro-denominated Senior Notes and 4.500 % euro-denominated Senior Notes were, and the 4.750 % euro-denominated Senior Notes and the 7.250 % euro-denominated Senior Notes are, unsecured obligations of our Avis Budget Finance plc subsidiary, and are (or were) guaranteed on a senior basis by us and certain of our domestic subsidiaries and rank (or ranked) equally with all of our existing senior unsecured debt.

Debt Maturities

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Thereafter 2,035

(a) These short-term borrowings have weighted average interest rates which range from 6.19 % to 6.68 % as of December 31, 2023.

Committed Credit Facilities And Available Funding Arrangements

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$ 2,000 $ — $ 1,739 $ 261

(a) The senior revolving credit facility bears interest at one-month LIBOR plus 175 basis points and is part of our senior credit facilities, which include the floating rate term loan and the senior revolving credit facility, and which are secured by pledges of capital stock of certain of our subsidiaries, and liens on substantially all of our intellectual property and certain other real and personal property.

(a) The senior revolving credit facility bears interest at one-month SOFR plus 1.75 % and is part of our senior credit facilities, which include the floating rate term loan and the senior revolving credit facility, and which are secured by pledges of capital stock of certain of our subsidiaries, and liens on substantially all of our intellectual property and certain other real and personal property.

In December 2023, we amended our senior revolving credit facility and extended its maturity term to December 2028.

Debt Covenants

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As of December 31,

Americas – Debt due to Avis Budget Rental Car Funding (a)

$ 11,322 $ 8,889

Americas – Debt due to Avis Budget Rental Car Funding $ 15,502 $ 11,322

Americas – Debt borrowings 1,075 598

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International – Finance leases 172 176

Deferred financing fees (b)

Deferred financing fees (a)

( 70 ) ( 52 )

Total $ 18,937 $ 13,809

(a) Increase reflects additional borrowings principally to fund increases in our rental fleet.

(b) Deferred financing fees related to Debt due to Avis Budget Rental Car Funding as of December 31, 2022 and 2021 were $ 47 million and $ 41 million, respectively.

(a) Deferred financing fees related to Debt due to Avis Budget Rental Car Funding as of December 31, 2023 and 2022 were $ 61 million and $ 47 million, respectively.

Debt due to Avis Budget Rental Car Funding .

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We also have an asset within Assets under vehicle programs on our Consolidated Balance Sheets which represents securities issued to us by Avis Budget Rental Car Funding.

AESOP Leasing is

consolidated, as we are the “primary beneficiary” of AESOP Leasing;

AESOP Leasing is consolidated, as we are the “primary beneficiary” of AESOP Leasing;

as a result, the vehicles purchased by AESOP Leasing remain on our Consolidated Balance Sheets.

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Because Avis Budget Rental Car Funding is not consolidated by us, its results of operations and cash flows are not reflected within our financial statements.

In May 2021, AESOP issued $ 800 million of asset-backed notes with an expected final payment date of August 2026.

In June 2021, AESOP issued $ 96 million, $ 105 million and $ 103 million of asset-backed notes with expected final payment dates of March 2024, September 2024 and August 2025, respectively.

In November 2021, AESOP issued $ 650 million of asset-backed notes with an expected final payment date of February 2027.

In April 2022, AESOP issued $ 660 million of asset-backed notes to investors with an expected final payment date of August 2027.

In May 2022, AESOP issued $ 87 million, $ 68 million and $ 55 million of asset-backed notes with expected final payment dates of March 2025, March 2023 and September 2023, respectively.

In June 2022, AESOP entered into $ 800 million of variable funding asset-backed notes to investors with a final payment date of September 2022.

In July 2022, AESOP issued $ 389 million and $ 374 million of asset-backed notes to investors with expected final payment dates of February 2026 and February 2028, respectively.

Following this issuance, amounts available under our $ 800 million variable funding asset-backed notes supplement entered into during June 2022 were reduced to zero .

In November 2022, AESOP issued $ 500 million of asset-backed notes to investors with an expected final payment date of April 2026.

The following table provides a summary of debt issued by AESOP during the years ended December 31, 2023 and 2022:

Issuance Date Maturity Date Weighted Average

Interest Rate Amount

April 2022 August 2027 3.96 % $ 660

May 2022 March 2025 5.43 % 87

May 2022 March 2023 4.56 % 68

May 2022 September 2023 5.25 % 55

July 2022 February 2026 4.81 % 389

July 2022 February 2028 4.99 % 374

November 2022 April 2026 6.25 % 500

January 2023 April 2028 5.36 % 500

January 2023 October 2026 5.31 % 350

April 2023 February 2027 5.67 % 450

April 2023 June 2028 5.76 % 550

June 2023 April 2027 5.91 % 476

June 2023 December 2028 5.98 % 526

September 2023 August 2027 6.09 % 300

September 2023 February 2029 6.21 % 700

We used the proceeds from these borrowings to fund the repayment of maturing vehicle-backed debt and the acquisition of rental cars in the United States.

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(b) Includes $ 2.4 billion of bank and bank-sponsored facilities.

These short-term borrowings have a weighted average interest rate of 4.80 % as of December 31, 2023.

(d) Includes $ 0.1 billion of bank and bank-sponsored facilities.

Committed Credit Facilities And Available Funding Arrangements

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Americas – Debt borrowings

1,234 1,075 159

International – Debt borrowings

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(a) Capacity is subject to maintaining sufficient assets to collateralize debt.

The total capacity for Americas — Debt due to Avis Budget Rental Car Funding includes increases from an amendment and renewal of our asset-backed variable funding financing facilities during March 2023 and was most recently amended during January 2024.

(b) The outstanding debt is collateralized by vehicles and related assets of $ 17.4 billion for Americas - Debt due to Avis Budget Rental Car Funding;

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Contingencies

In 2006, we completed the spin-offs of our Realogy (formally Realogy, now Anywhere Real Estate Inc.) and Wyndham subsidiaries.

We do not believe that the impact of any resolution of pre-existing contingent liabilities in connection with the spin-offs should result in a material liability to us in relation to our consolidated financial position or liquidity, as Realogy and Wyndham each have agreed to assume responsibility for these liabilities.

In 2006, we completed the spin-offs of our Realogy and Wyndham subsidiaries (now known as Anywhere Real Estate, Inc., and Wyndham Hotels and Resorts, Inc.

and Travel + Leisure Co., respectively).

We do not believe that the impact of any resolution of pre-existing contingent liabilities in connection with the spin-offs should result in a material liability to us in relation to our consolidated financial position or liquidity, as Anywhere Real Estate, Inc., Wyndham Hotels and Resorts, Inc.

and Travel + Leisure Co.

have agreed to assume responsibility for these liabilities.

In March 2023, the California Office of Tax Appeals (“OTA”) issued an opinion in a case involving notices of proposed assessment of California corporation franchise tax for tax year 1999 issued to us.

The case involves whether (i) the notices of proposed assessment were barred by the statute of limitations;

and (ii) a transaction undertaken by us in tax year 1999 constituted a tax-free reorganization under the Internal Revenue Code (“IRC”).

The OTA concluded that the notices of proposed assessment were not barred by the statute of limitations and that the 1999 transaction was not a tax-free reorganization under the IRC.

Anywhere Real Estate, Inc.

has assumed 62.5 %, and Wyndham Hotels and Resorts, Inc.

and Travel + Leisure Co.

have assumed 37.5 % of the potential tax liability in this matter, respectively.

We have filed a petition for rehearing and intend to vigorously pursue this matter.

We are also named in litigation that is primarily related to the businesses of our former subsidiaries, including Realogy and Wyndham.

We are entitled to indemnification from such entities for any liability resulting from such litigation.

In November 2011, Jose Mendez v.

In September 2014, Dawn Valli et al.

Avis Budget Group Inc., et al.

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District Court for the District of New Jersey.

The plaintiff seeks to represent a purported nationwide class and two sub-classes of certain renters of vehicles from our Avis and Budget subsidiaries from April 2007 through December 2015.

The plaintiff seeks damages in connection with claims relating to our electronic toll service, including that administrative fees and toll charges were not properly disclosed to customers and/or were excessive.

Plaintiff’s motion for class certification was approved by the Court in November 2017.

The parties have entered into a settlement agreement and the Court has entered an order preliminarily approving the settlement.

We have been named as a defendant in other purported consumer class action law suits, including a class action filed against us in Florida seeking damages in connection with a breach of contract claim and two purported class action suits filed against us in New Jersey, one related to fines and fees charged to car renters by us for violations incurred during the course of their rental and another related to ancillary charges at our Payless subsidiary.

In the Florida lawsuit, the Court has entered an order preliminarily approving a proposed settlement.

The plaintiffs seek to represent a purported nationwide class of certain renters of vehicles from our Avis and Budget subsidiaries from September 30, 2008 through the present.

The plaintiffs seek damages in connection with claims relating to alleged misrepresentations and omissions concerning charging customers for traffic infractions and related administrative fees.

On October 10, 2023, plaintiffs’ motion for class certification was denied as to their proposed nationwide class and granted as to a subclass, created at the Court’s discretion, of Avis Preferred and Budget Fastbreak members.

We have been named as a defendant in other purported consumer class action lawsuits, including two class actions filed against us in New Jersey, one seeking damages in connection with a breach of contract claim and another related to ancillary charges at our Payless subsidiary.

However, the Company intends to vigorously defend them.

We are currently involved, and in the future may be involved, in claims and/or legal proceedings, including class actions, and governmental inquiries that are incidental to our vehicle rental and car sharing operations, including, among others, contract and licensee disputes, competition matters, employment and wage-and-hour claims, insurance and liability claims, intellectual property claims, business practice disputes and other regulatory, environmental, commercial and tax matters.

We are a defendant in a number of legal proceedings for personal injury arising from the operation of our vehicles.

In June 2023, two of our subsidiaries were named as defendants in a lawsuit filed in Dallas, Texas alleging that one of our employees caused the death of an individual with one of our vehicles:

Peggy Dawson Edwards, Individually and as Anticipated Representative of the Estate of Michael Edwards, Sr., et.

Avis Budget Car Rental, LLC;

PV Holding Corp.;

and Kevin Barnes, Cause No.

CC-23-03188-E, pending in County Court at Law No.

5 for Dallas County, Texas.

The complaint alleges that our subsidiaries are responsible for Mr.

Edwards’ death and seeks compensatory and punitive damages in an unspecified amount exceeding $1 million.

The court has set a trial date in November 2024 for this lawsuit.

Given the early stages of the legal proceedings, it is not possible to predict the outcome of the claim.

However, the Company intends to vigorously defend it.

Litigation is inherently unpredictable and, although we believe that our accruals are adequate and/or that we have valid defenses in these matters, unfavorable resolutions could occur.

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Commitments to Purchase Vehicles

We maintain agreements with vehicle manufacturers under which we have agreed to purchase approximately $ 6.7 billion of vehicles from manufacturers over the next 12 months, a $ 0.8 billion increase compared to December 31, 2021, financed primarily through the issuance of vehicle-backed debt and cash received upon the disposition of vehicles.

We maintain agreements with vehicle manufacturers under which we have agreed to purchase approximately $ 6.8 billion of vehicles from manufacturers over the next 12 months, which is consistent with December 31, 2022, financed primarily through the issuance of vehicle-backed debt and cash received upon the disposition of vehicles.

Certain of these commitments are subject to the vehicle manufacturers satisfying their obligations under their respective repurchase and guaranteed depreciation agreements.

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Concentrations

Concentrations of credit risk at December 31, 2022, include (i) risks related to our repurchase and guaranteed depreciation agreements with domestic and foreign car manufacturers and primarily with respect to receivables for program cars that have been disposed, but for which we have not yet received

payment from the manufacturers and (ii) risks related to Realogy and Wyndham, including receivables of $ 27 million and $ 16 million, respectively, related to certain contingent, income tax and other corporate liabilities assumed by Realogy and Wyndham in connection with their disposition.

Concentrations of credit risk at December 31, 2023, include (i) risks related to our repurchase and guaranteed depreciation agreements with domestic and foreign car manufacturers and primarily with respect to receivables for program cars that have been disposed, but for which we have not yet received payment from the manufacturers and (ii) risks related to Realogy and Wyndham, including receivables of $ 38 million and $ 23 million, respectively, related to certain contingent, income tax and other corporate liabilities assumed by Realogy and Wyndham in connection with their disposition.

Asset Retirement Obligations

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An asset retirement obligation is a legal obligation to perform certain activities in connection with the retirement, disposal or abandonment of assets.

Our asset retirement obligations, which are measured at discounted fair values, are primarily related to the removal of underground gasoline storage tanks at our rental facilities.

The liability accrued for asset retirement obligations was $ 26 million and $ 28 million at December 31, 2022 and 2021, respectively.

Our asset retirement obligations, which are measured at discounted fair values, are primarily related to the removal of underground fuel storage tanks at our rental facilities.

The Consolidated Balance Sheets include a liability for asset retirement obligations of approximately $ 27 million and $ 26 million at December 31, 2023 and 2022, respectively.

Standard Guarantees/Indemnifications

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There are no specific limitations on the maximum potential amount of future payments that we could be required to make under these guarantees, nor are we able to develop an estimate of the maximum potential amount of future payments to be made under these guarantees as the triggering events are not subject to predictability.

With respect to certain of the aforementioned guarantees, such as indemnifications provided to landlords against third-party claims for the use of real estate property leased by us, we maintains insurance coverage that mitigates our potential exposure.

With respect to certain of the aforementioned guarantees, such as indemnifications provided to landlords against third-party claims for the use of real estate property leased by us, we maintain insurance coverage that mitigates our potential exposure.

Stockholders' Equity

Cash Dividend Payments

During 2022, 2021 and 2020, we did not declare or pay any cash dividends.

In December 2023, we paid a special cash dividend of $ 10.00 per share to all holders of our common stock as of December 15, 2023, totaling approximately $ 355 million.

During 2022 and 2021, we did no t declare or

pay any cash dividends.

Our ability to pay dividends to holders of our common stock is limited by our senior credit facility, the indentures governing our senior notes and our vehicle financing programs.

Share Repurchases

As of December 31, 2022, our Board of Directors authorized the repurchase of up to approximately $ 7.1 billion of our common stock under a plan originally approved in 2013 and subsequently expanded.

During 2022, 2021 and 2020, we repurchased approximately 36 million shares of common stock at a cost of approximately $ 4.8 billion under the program.

Our Board of Directors authorized the repurchase of up to approximately $ 8.1 billion of our common stock under a plan originally approved in 2013 and subsequently expanded most recently in February 2023 (the “Stock Repurchase Program”).

During 2023, 2022 and 2021, we repurchased approximately 35.4 million shares of common stock at a cost of approximately $ 5.6 billion (excluding excise taxes due for 2023 repurchases under the Inflation Reduction Act of 2022) under the program.

As of December 31, 2023, approximately $ 802 million of authorization remained available to repurchase common stock under this plan.

Share Issuances

On February 10, 2020, we announced we had appointed a new Chairman of the Board of Directors and in connection with this appointment, the new Chairman purchased an aggregate $ 15 million of unregistered shares of our common stock at a price per share equal to the closing price of our common stock on February 7, 2020.

We issued the common stock from treasury shares.

Accumulated Other Comprehensive Income (Loss)

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Other comprehensive income (loss) before reclassifications ( 35 ) 18 39 22

33 ( 39 ) ( 36 ) ( 42 )

Amounts reclassified from accumulated other comprehensive income (loss) 11 14 7 32

Net current-period other comprehensive income (loss) ( 24 ) 32 46 54

31 ( 31 ) ( 30 ) ( 30 )

Balance, December 31, 2021 16 ( 19 ) ( 130 ) ( 133 )

Other comprehensive income (loss) before reclassifications ( 46 ) 57 11 22

( 35 ) 18 39 22

Amounts reclassified from accumulated other comprehensive income (loss) — 7 3 10

Net current-period other comprehensive income (loss) ( 46 ) 64 14 32

( 24 ) 32 46 54

Balance, December 31, 2022 ( 30 ) 45 ( 116 ) ( 101 )

Other comprehensive income (loss) before reclassifications 27 5 ( 18 ) 14

( 46 ) 57 11 22

Amounts reclassified from accumulated other comprehensive income (loss) — ( 13 ) 4 ( 9 )

Net current-period other comprehensive income (loss) 27 ( 8 ) ( 14 ) 5

( 46 ) 64 14 32

Balance, December 31, 2023 $ ( 3 ) $ 37 $ ( 130 ) $ ( 96 )

All components of accumulated other comprehensive income (loss) are net of tax, except currency translation adjustments, which exclude income taxes related to indefinite investments in foreign subsidiaries (see Note 9 – Income Taxes for impacts of the Tax Act) and include a $ 114 million gain, net of tax, related to our hedge of our investment in euro-denominated foreign operations (See Note 20 – Financial Instruments).

(a) For the years ended December 31, 2021 and 2020, the amounts were reclassified from accumulated other comprehensive income (loss) into restructuring and other related charges.

(b) For the years ended December 31, 2022, 2021 and 2020, the amounts reclassified from accumulated other comprehensive income (loss) into corporate interest expense were $ 9 million ($ 7 million, net of tax), $ 17 million ($ 12 million, net of tax) and $ 9 million ($ 6 million, net of tax), respectively.

For the years ended December 31, 2021 and 2020, the amounts reclassified from accumulated other comprehensive income (loss) into vehicle interest expense were $ 2 million ($ 2 million, net of tax).

(c) For the years ended December 31, 2022, 2021 and 2020, amounts reclassified from accumulated other comprehensive income (loss) into selling, general and administrative expenses were $ 5 million ($ 3 million, net of tax), $ 9 million ($ 7 million, net of tax) and $ 9 million ($ 6 million, net of tax), respectively.

All components of accumulated other comprehensive income (loss) are net of tax, except currency translation adjustments, which exclude income taxes related to indefinite investments in foreign subsidiaries (see Note 9 – Income Taxes) and include a $ 93 million gain, net of tax, related to our hedge of our investment in euro-denominated foreign operations (See Note 20 – Financial Instruments).

(a) For the year ended December 31, 2021 the amounts were reclassified from accumulated other comprehensive income (loss) into restructuring and other related charges.

(b) For the years ended December 31, 2023, 2022 and 2021, the amounts reclassified from accumulated other comprehensive income (loss) into corporate interest expense were income of $ 18 million ($ 13 million, net of tax), losses of $ 9 million ($ 7 million, net of tax) and losses of $ 17 million ($ 12 million, net of tax), respectively.

For the year ended December 31, 2021, the amount reclassified from accumulated other comprehensive income (loss) into vehicle interest expense was losses of $ 2 million ($ 2 million, net of tax).

(c) For the years ended December 31, 2023, 2022 and 2021, amounts reclassified from accumulated other comprehensive income (loss) into selling, general and administrative expenses were losses of $ 5 million ($ 4 million, net of tax), $ 5 million ($ 3 million, net of tax) and $ 9 million ($ 7 million, net of tax), respectively.

Related Party Transactions

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On September 1, 2022, through the issuance of Class B Preferred Voting Membership Interests, SRS Mobility Ventures, LLC increased their ownership in this subsidiary to 51 % at a fair value of $ 62 million.

As a result, we deconsolidated our former subsidiary, Avis Mobility Ventures LLC (“AMV”), from our financial statements and now record our proportional share of the former subsidiary’s income or loss within other (income) expense, net in our Consolidated Statements of Operations as we do not have the ability to direct the significant activities of the former subsidiary and are therefore no longer primary beneficiary of the VIE.

As a result, we deconsolidated our former subsidiary, Avis Mobility Ventures LLC (“AMV”), from our financial

statements and began to report our proportional share of the former subsidiary’s income or loss within other (income) expense, net in our Consolidated Statements of Operations as we do not have the ability to direct the significant activities of the former subsidiary and are therefore no longer primary beneficiary of the VIE.

In August and October 2023, SRS made capital contributions to AMV, increasing their ownership to approximately 65 %.

In accordance with ASC Topic 810-10-40, we must deconsolidate a subsidiary as of the date we cease to have a controlling interest in that subsidiary and recognize the gain or loss in net income at that time.

The fair value of our retained investment was determined utilizing a discounted cash flow methodology based on various assumptions, including projections of future cash flows, which include forecast of future revenue and EBITDA.

Upon deconsolidation, our former subsidiary had a net asset carrying amount of $ 49 million resulting in a gain of $ 10 million, which is reported within other (income) expense, net during the year ended December 31, 2022.

We provide vehicles and related fleet services to AMV, as well as certain administrative services to support their operations.

For the year ended December 31, 2022, we recognized $ 7 million of income related to

these services within other (income) expense, net.

At December 31, 2022, we had receivables from AMV of $ 6 million and a net investment in vehicle finance leases of $ 36 million.

The carrying amount of our equity investment was approximately $ 49 million at December 31, 2022 and is recorded within other non-current assets in our Consolidated Balance Sheet.

For the year ended December 31, 2022, we recorded losses of $ 10 million within other (income) expense, net related to our equity investment.

SRS Investment Management LLC

On December 23, 2022, we also entered into an amended and restated cooperation agreement with SRS Investment Management LLC and certain of its affiliates.

Upon deconsolidation, our former subsidiary had a net asset carrying amount of $ 49 million resulting in a gain of $ 10 million, which was reported within other (income) expense, net during the year ended December 31, 2022.

We continue to provide vehicles, related fleet services, and certain administrative services to AMV to support their operations.

For the years ended December 31, 2023 and 2022, we recorded $ 22 million and $ 7 million of related income within other (income) expense, net, respectively.

For the years ended December 31, 2023 and 2022, we recorded losses of $ 25 million and $ 10 million within other (income) expense, net, related to our equity method investment, respectively.

As of December 31, 2023 and 2022, receivables from AMV related to these services were $ 2 million and $ 6 million, respectively, and our net investment in vehicle finance lease with AMV, which is included in vehicles, net, was $ 31 million and $ 36 million, respectively.

The carrying value of our equity investment in AMV as of December 31, 2023 and 2022 was approximately $ 24 million and $ 49 million, respectively, which is included in other non-current assets.

Stock-Based Compensation

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Market-based RSUs generally vest based on the level of total shareholder return or absolute stock price attainment.

In June 2020, we granted market-based RSUs that vest based on absolute stock price attainment.

As part of our declaration and payment of a special cash dividend in December 2023, we granted additional RSUs to our award holders with unvested shares as a dividend equivalent, which has been deferred until, and will not be paid unless, the shares of stock underlying the award vest.

In 2020, we granted market-based RSUs that vest based on absolute stock price attainment.

The grant date fair value of this award is estimated using a Monte Carlo simulation model.

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Net periodic (benefit) cost $ 5 $ ( 11 ) $ ( 8 )

(a) For the years ended December 31, 2022, 2021, and 2020, $ 4 million was included in operating expenses, in each period, and $ 1 million, $ 2 million and $ 1 million was included in selling, general and administrative expenses, respectively.

(a) For the years ended December 31, 2023, 2022, and 2021, $ 3 million, $ 4 million, and $ 4 million was included in operating expenses, respectively.

For the years ended December 31, 2022 and 2021, $ 1 million, and $ 2 million was included in selling, general and administrative expenses, respectively.

(b) Included in selling, general and administrative expenses.

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Currency translation adjustment

( 51 ) ( 12 )

Net benefits paid ( 30 ) ( 28 )

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While the objectives may vary slightly by country and jurisdiction, collectively we seek to produce returns on pension plan investments, which are based on levels of liquidity and investment risk that we believe are prudent and reasonable, given prevailing capital market conditions.

The pension plans’ assets are managed in the long-term interests of the participants and the beneficiaries of the plans.

A suitable strategic asset

allocation benchmark is determined for each plan to maintain a diversified portfolio, taking into account government requirements, if any, regarding unnecessary investment risk and protection of pension plans’ assets.

The pension plans’ assets are managed

in the long-term interests of the participants and the beneficiaries of the plans.

A suitable strategic asset allocation benchmark is determined for each plan to maintain a diversified portfolio, taking into account government requirements, if any, regarding unnecessary investment risk and protection of pension plans’ assets.

We believe that diversification of the pension plans’ assets is an important investment strategy to provide reasonable assurance that no single security or class of securities will have a disproportionate impact on the pension plans.

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and (iv) we have no involvement in the management of the multiemployer plans’ investments.

For the year ended December 31, 2022, we contributed $ 8 million and for the years ended December 31, 2021 and 2020, we contributed $ 7 million, in each period, to multiemployer plans.

For the years ended December 31, 2023, 2022, and 2021, we contributed $ 10 million, $ 8 million and $ 7 million, respectively, to multiemployer plans.

Financial Instruments

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We use currency exchange contracts to manage our exposure to changes in currency exchange rates associated with certain of our non-U.S.-dollar denominated receivables and forecasted royalties, forecasted earnings of non-U.S.

subsidiaries and forecasted non-U.S.-dollar denominated acquisitions.

subsidiaries and forecasted non-U.S.

dollar denominated acquisitions.

We primarily hedge a portion of our current-year currency exposure to the Australian, Canadian and New Zealand dollars, the euro and the British pound sterling.

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Commodity Risk.

We periodically enter into derivative commodity contracts to manage our exposure to changes in the price of gasoline.

We periodically enter into derivative commodity contracts to manage our exposure to changes in the price of fuel.

These instruments were designated as freestanding derivatives and the changes in fair value are recorded in earnings and are presented in the same line of the income statement expected for the hedged item.

47 unchanged sentences

( 1 ) ( 1 ) ( 1 )

Commodity contracts (g)

Total $ ( 42 ) $ 143 $ 84

4 unchanged sentences

(d) Gains (losses) related to derivative instruments are expected to be largely offset by (losses) gains on the underlying exposures being hedged.

(e) For the year ended December 31, 2022, included a $ 39 million gain in interest expense and a $ 3 million loss in operating expenses.

For the year ended December 31, 2021, included a $ 2 million loss in interest expense and a $ 1 million loss in operating expenses.

(e) For the year ended December 31, 2023, included a $ 14 million loss in interest expense and a $ 2 million gain in operating expenses.

For the year ended December 31, 2022, included a $ 39 million gain in interest expense and a $ 3 million loss in operating expenses.

For the year ended December 31, 2021, included a $ 2 million loss in interest expense and a $ 1 million loss in operating expenses.

(f) Primarily included in vehicle interest, net.

(g) Included in operating expenses.

Debt Instruments

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We aggregate certain of our operating segments into our reportable segments.

Management evaluates the operating results of each of our reportable segments based upon revenues and “Adjusted EBITDA,” which we define as income from continuing operations before non-vehicle related depreciation and amortization;

Management evaluates the operating results of each of our reportable segments based upon revenues and Adjusted EBITDA, which we define as income (loss) from continuing operations before non-vehicle related depreciation and amortization;

any impairment charges;

3 unchanged sentences

transaction-related costs, net;

charges for unprecedented personal-injury and other legal matters, net, which includes amounts recorded in excess of $ 5 million related to class action lawsuits;

non-operational charges related to shareholder activist activity, which include third party advisory, legal and other professional fees;

charges for legal matters, net, which includes amounts recorded in excess of $ 5 million related to class action lawsuits and personal injury matters;

non-operational charges related to shareholder activist activity, which includes third-party advisory, legal and other professional fees;

COVID-19 charges, net;

other (income)

expense, net;

and income taxes.

We revised our definition of Adjusted EBITDA to exclude other (income) expense, net.

We did not revise prior years' Adjusted EBITDA because there were no other charges similar in nature.

cloud computing costs;

other (income) expense, net, and income taxes.

We believe Adjusted EBITDA is useful as a supplemental measure in evaluating the performance of our operating businesses and in comparing our results from period to period.

10 unchanged sentences

Non-vehicle depreciation and amortization

141 66 18 225

Assets exclusive of assets under vehicle programs

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Assets under vehicle programs 19,285 3,694 — 22,979

Capital expenditures (excluding vehicles)

117 33 96 246

Property and equipment additions 126 44 103 273

(a) Primarily represents unallocated corporate expenses and receivables from our former subsidiaries .

12 unchanged sentences

Assets under vehicle programs 14,269 3,159 — 17,428

Capital expenditures (excluding vehicles)

Property and equipment additions 117 33 96 246

(a) Primarily represents unallocated corporate expenses and receivables from our former subsidiaries.

12 unchanged sentences

Assets under vehicle programs 11,437 2,582 — 14,019

Capital expenditures (excluding vehicles)

Property and equipment additions 74 26 8 108

(a) Primarily represents unallocated corporate expenses and receivables from our former subsidiaries.

Provided below is a reconciliation of Adjusted EBITDA to income (loss) before income taxes.

Provided below is a reconciliation of Adjusted EBITDA to income before income taxes.

For the Year Ended December 31,

1 unchanged sentence

Adjusted EBITDA $ 2,490 $ 4,133 $ 2,411

Non-vehicle related depreciation and amortization (a)

Non-vehicle related depreciation and amortization 216 225 272

Interest expense related to corporate debt, net

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Early extinguishment of debt 5 — 136

COVID-19 charges (b)

( 9 ) ( 2 ) 122

Restructuring and other related charges 11 19 64

Non-operational charges related to shareholder activist activity (c)

Unprecedented personal-injury and other legal matters, net (d)

Transaction-related costs, net 5 8 5

Other (income) expense, net ( 7 ) — —

Income (loss) before income taxes $ 3,636 $ 1,708 $ ( 956 )

(a) Inc ludes amortization of intangible assets recognized in purchase accounting of $ 43 million in 2022, $ 66 million in 2021 and $ 66 million in 2020.

Includes operating expenses in our Consolidated Statements of Operations related to cloud computing costs of $ 10 million and $ 7 million in 2022 and 2021, respectively.

(b) The following table presents the unusual, direct and incremental costs due to the COVID-19 pandemic:

Minimum annual guaranteed rent in excess of concession fees, net $ ( 9 ) $ ( 2 )

Vehicles damaged in overflow parking lots, net of insurance proceeds — ( 7 )

Other charges — 7

Operating expenses $ ( 9 ) $ ( 3 )

Selling, general and administrative expenses — 1

COVID-19 charges, net $ ( 9 ) $ ( 2 )

(d) Reported within operating expenses on our Consolidated Statements of Operations.

Other (income) expense, net (a)

Reported within operating expenses:

Cloud computing costs 35 10 7

COVID-19 charges — ( 9 ) ( 2 )

Legal matters, net

Income before income taxes $ 1,914 $ 3,636 $ 1,708

(a) Primarily consists of gains or losses related to our equity investment in a former subsidiary, offset by fleet related and certain administrative services provided to the same former subsidiary.

The geographic segment information provided below is classified based on the geographic location of our subsidiaries.

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Subsequent Event

In January 2023, our Avis Budget Rental Car Funding (AESOP) LLC subsidiary issued $ 850 million of asset-backed notes to investors with a weighted average interest rate of 5.34 %.

In February 2023, our Board of Directors approved a $ 1 billion increase in repurchase authorization to our Stock Repurchase Program.

In January 2024, our Avis Budget Rental Car Funding (AESOP) LLC subsidiary issued $ 1.2 billion of asset-backed notes to investors with an expected final payment date of June 2029 and a weighted average interest rate of 5.51 %.

Schedule II – Valuation and Qualifying Accounts

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3.2 Amended and Restated Bylaws of Avis Budget Group, Inc., dated August 10, 2020 (Incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K, dated August 13, 2020).

4.1 Indenture dated as of September 26, 2016 among Avis Budget Finance plc, as Issuer, the Guarantors from time to time parties hereto and Deutsche Bank Trust Company Americas as Trustee, Deutsche Bank AG, London Branch as Paying Agent and Deutsche Bank Luxembourg S.A., as Registrar, governing the 4.125% Senior Notes due 2024 (Incorporated by reference to Exhibit 4.1 to the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2016, dated November 3, 2016).

4.2 Indenture dated as of March 8, 2017 among Avis Budget Finance, plc, as Issuer, the Guarantors from time to time parties hereto, Deutsche Bank Trust Company Americas, as Trustee, Deutsche Bank AG, London Branch, as Paying Agent and Deutsche Bank Luxembourg S.A., as Registrar, governing the 4.50% Senior Notes due 2025 (Incorporated by reference to Exhibit 4.2 to the Company’s Quarterly Report on Form 10-Q for the quarter ended March 31, 2017, dated May 4, 2017).

4.1 Indenture dated as of October 4, 2018 among Avis Budget Finance, plc, as Issuer, the Guarantors from time to time parties thereto, Deutsche Bank Trust Company Americas, as Trustee, Deutsche Bank AG, London Branch, as Paying Agent and Deutsche Bank Luxembourg S.A., as Registrar, governing the 4.75% Senior Notes due 2026 (Incorporated by reference to Exhibit 4.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2018 dated November 6, 2018).

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4.5 Indenture, dated as of March 23, 2021, by and among Avis Budget Car Rental, LLC and Avis Budget Finance, Inc., as issuers, the guarantors party thereto and Deutsche Bank Trust Company Americas, as trustee, governing the 4.75% Senior Notes due 2028 (Incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K, dated March 23, 2021).

4.6 Indenture, dated as of July 13, 2023, by and among Avis Budget Finance plc, as issuer, the guarantors party thereto, Deutsche Bank Trust Company Americas, as trustee and registrar, and Deutsche Bank AG, London Branch, as paying agent (Incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated July 14, 2023).

4.7 Indenture, dated as of November 22, 2023, by and among Avis Budget Car Rental, LLC and Avis Budget Finance, Inc., together as issuers, the guarantors party thereto and Citibank, N.A., as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K dated November 22, 2023).

4.8 Description of the Company’s Securities Registered Pursuant to Section 12 of the Securities Exchange Act of 1934 (Incorporated by reference to Exhibit 4.8 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2021, dated February 17, 2022).

7 unchanged sentences

(incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K, dated August 13, 2020).

10.6 Offer Letter, dated February 4, 2021, between Veresh Sita and Avis Budget Group, Inc.

(incorporated by reference to Exhibit 10.6 to the Company’s Annual Report on Form 10-K, dated February 17, 2022).

10.7 Separation Agreement, dated April 19, 2022, between Veresh Sita and Avis Budget Group, Inc.

(Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, dated April 22, 2022).

10.6 Offer Letter, dated May 17, 2022, between Ravi Simhambhatla and Avis Budget Group, Inc .

(incorporated by reference to Exhibit 10.75 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, dated February 16, 2023).†

10.7 Avis Budget Group, Inc.

Executive Severance Pay Plan for Grade A and B Employees and Summary Plan Description ( I ncorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K , dated December 14, 2020).

Executive Severance Pay Plan for Grade A and B Employees and Summary Plan Description (Incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, dated December 14, 2020).

10.8 Fourth Amended and Restated Cooperation Agreement, dated as of December 23, 2022, by and among Avis Budget Group, Inc., SRS Investment Management, LLC and certain of its affiliates (Incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K dated December 27, 2022).

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1 dated as of December 8, 2022 , to the Avis Budget Group, Inc.

Non-Employee Directors Deferred Compensation Plan, amended and restated as of January 1, 2019.

Non-Employee Directors Deferred Compensation Plan, amended and restated as of January 1, 2019 (incorporated by reference to Exhibit 10.17 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, dated February 16, 2023).

10.17 Avis Budget Group, Inc.

Supplemental Savings Plan, amended and restated as of January 1, 2023.

Supplemental Savings Plan, amended and restated as of January 1, 2023 (incorporated by reference to Exhibit 10.18 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, dated February 16, 2023).

10.18 Avis Budget Group, Inc.

Savings Restoration Plan, amended and restated as of November 1, 2008 (Incorporated by reference to Exhibit 10.

1 8 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2008, dated February 26, 2009).†

Savings Restoration Plan, amended and restated as of November 1, 2008 (Incorporated by reference to Exhibit 10.18 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2008, dated February 26, 2009).†

10.19 Avis Rent A Car System, LLC Pension Plan (Incorporated by reference to Exhibit 10.20 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, dated February 21, 2019).†

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10.50 Fifth Amended and Restated Series 2010-6 Supplement, dated as of April 14, 2022, by and among Avis Budget Rental Car Funding (AESOP) LLC, as Issuer, Avis Budget Car Rental, LLC, as Administrator, JPMorgan Chase Bank, N.A., as Administrative Agent, the Non-Conduit Purchasers, the CP Conduit Purchasers, the Committed Note Purchasers, the APA Banks and the Funding Agents named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee and as Series 2010-6 Agent (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, dated April 19, 2022).

10.51 First Amendment to the Fifth Amended and Restated Series 2010-6 Supplement, dated as of March 30, 2023, by and among Avis Budget Rental Car Funding (AESOP) LLC, as Issuer, Avis Budget Car Rental, LLC, as Administrator, JPMorgan Chase Bank, N.A., as Administrative Agent, the Non-Conduit Purchasers, the CP Conduit Purchasers, the Committed Note Purchasers, the APA Banks and the Funding Agents named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee and as Series 2010-6 Agent (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated April 4, 2023).

10.52 Second Amendment to the Fifth Amended and Restated Series 2010-6 Supplement, dated as of April 24, 2023, by and among Avis Budget Rental Car Funding (AESOP) LLC, as Issuer, Avis Budget Car Rental, LLC, as Administrator, JPMorgan Chase Bank, N.A., as Administrative Agent, the Non-Conduit Purchasers, the CP Conduit Purchasers, the Committed Note Purchasers, the APA Banks and the Funding Agents named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee and as Series 2010-6 Agent (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated April 28, 2023).

10.53 Purchaser Group Supplement, dated as of July 20, 2023, among the Non-Conduit Purchaser listed on the signature pages thereof, Avis Budget Rental Car Funding (AESOP) LLC, JPMorgan Chase Bank, N.A., as Administrative Agent and Avis Budget Car Rental, LLC, as Administrator.

10.54 Third Amendment to the Fifth Amended and Restated Series 2010-6 Supplement, dated as of November 3, 2023, by and among Avis Budget Rental Car Funding (AESOP) LLC, as Issuer, Avis Budget Car Rental, LLC, as Administrator, JPMorgan Chase Bank, N.A., as Administrative Agent, the Non-Conduit Purchasers, the CP Conduit Purchasers, the Committed Note Purchasers, the APA Banks and the Funding Agents named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee and as Series 2010-6 Agent (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated November 3, 2023).

10.55 Purchaser Group Supplement, dated as of December 28, 2023, among the Non-Conduit Purchaser listed on the signature pages thereof, Avis Budget Rental Car Funding (AESOP) LLC, JPMorgan Chase Bank, N.A., as Administrative Agent and , Avis Budget Car Rental, LLC, as Administrator.

10.56 Fourth Amendment to Fifth Amended and Restated Series 2010-6 Supplement, dated as of January 12, 2024, by and among Avis Budget Rental Car Funding (AESOP) LLC, as Issuer, Avis Budget Car Rental, LLC, as Administrator, JPMorgan Chase Bank, N.A.,as Administrative Agent, the Non-Conduit Purchasers, the CP Conduit Purchasers, the Committed Note Purchasers, the APA Banks and the Funding Agents named therein and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2010-6 Agent (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated January 18, 2024).

10.57 Third Amended and Restated Series 2015-3 Supplement, dated as of April 14, 2022, by and among Avis Budget Rental Car Funding (AESOP) LLC, as Issuer, Avis Budget Car Rental, LLC, as Administrator, JPMorgan Chase Bank, N.A., as Administrative Agent, the Non-Conduit Purchasers, the CP Conduit Purchasers, the Committed Note Purchasers, the APA Banks and the Funding Agents named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee and as Series 2015-3 Agent (Incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K, dated April 19, 2022).

10.53 Series 2017-1 Supplement, dated as of March 15, 2017, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2017-1 Agent (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated March 21, 2017).

10.54 Amended and Restated Series 2017-2 Supplement, dated as of May 31, 2022, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and Series 2017-2 Agent (Incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K, dated June 10, 2022).

10.55 Amended and Restated Series 2018-1 Supplement, dated as of May 31, 2022, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and Series 2018-1 Agent (Incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K, dated June 10, 2022).

10.58 First Amendment to the Third Amended and Restated Series 2015-3 Supplement, dated as of March 30, 2023, by and among Avis Budget Rental Car Funding (AESOP) LLC, as Issuer, Avis Budget Car Rental, LLC, as Administrator, JPMorgan Chase Bank, N.A., as Administrative Agent, the Non-Conduit Purchasers, the CP Conduit Purchasers, the Committed Note Purchasers, the APA Banks and the Funding Agents named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee and as Series 2015-3 Agent (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated April 4, 2023).

10.59 Second Amendment to the Third Amended and Restated Series 2015-3 Supplement, dated as of April 24, 2023, by and among Avis Budget Rental Car Funding (AESOP) LLC, as Issuer, Avis Budget Car Rental, LLC, as Administrator, JPMorgan Chase Bank, N.A., as Administrative Agent, the Non-Conduit Purchasers, the CP Conduit Purchasers, the Committed Note Purchasers, the APA Banks and the Funding Agents named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee and as Series 2015-3 Agent (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated April 28, 2023).

10.60 Third Amendment to the Third Amended and Restated Series 2015-3 Supplement, dated as of November 3, 2023, by and among Avis Budget Rental Car Funding (AESOP) LLC, as Issuer, Avis Budget Car Rental, LLC, as Administrator, JPMorgan Chase Bank, N.A., as Administrative Agent, the Non-Conduit Purchasers, the CP Conduit Purchasers, the Committed Note Purchasers, the APA Banks and the Funding Agents named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee and as Series 2015-3 Agent (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated November 3, 2023).

10.61 Fourth Amendment to Third Amended and Restated Series 2015-3 Supplement, dated as of January 12, 2024, by and among Avis Budget Rental Car Funding (AESOP) LLC, as Issuer, Avis Budget Car Rental, LLC, as Administrator, JPMorgan Chase Bank, N.A.,as Administrative Agent, the Non-Conduit Purchasers, the CP Conduit Purchasers, the Committed Note Purchasers, the APA Banks and the Funding Agents named therein and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2015-3 Agent (Incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K dated January 18, 2024).

10.62 Amended and Restated Series 2018-2 Supplement, dated as of June 18, 2021, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2018-2 Agent (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, dated June 23, 2021).

10.57 Series 2019-1 Supplement, dated as of February 13, 2019, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2019-1 Agent (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated February 20, 2019).

10.63 Amended and Restated Series 2019-2 Supplement, dated as of June 18, 2021 , between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2019-2 Agent (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated June 23, 2021).

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10.69 Series 2022-1 Supplement, dated as of April 14, 2022, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and Series 2022-1 Agent (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, dated April 19, 2022).

10.65 Series 2022-2 Supplement, dated as of June 7, 2022, between Avis Budget Rental Car Funding (AESOP) LLC, Avis Budget Car Rental, LLC, as Administrator, JPMorgan Chase Bank, N.A., as Administrative Agent, the Non-Conduit Purchasers, the CP Conduit Purchasers, the Committed Note Purchasers, the APA Banks and the Funding Agents named therein, and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2022-2 Agent (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K dated June 10, 2022).

10.70 Series 2022-3 Supplement, dated as of July 21, 2022, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2022-3 Agent (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, dated July 22, 2022).

3 unchanged sentences

10.74 Series 2023-2 Supplement, dated as of January 17, 2023, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2023-2 Agent (incorporated by reference to Exhibit 10.2 to the Company's Current Report on Form 8-K dated January 20, 2023).

10.75 Series 2023-3 Supplement, dated as of April 6, 2023, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2023-3 Agent (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated April 11, 2023).

10.76 Series 2023-4 Supplement, dated as of April 6, 2023, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2023-4 Agent (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated April 11, 2023).

10.77 Series 2023-5 Supplement, dated as of June 1, 2023, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2023-5 Agent (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated June 6, 2023).

10.78 Series 2023-6 Supplement, dated as of June 1, 2023, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2023-6 Agent (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated June 6, 2023).

10.79 Series 2023-7 Supplement, dated as of September 18, 2023, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2023-7 Agent (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated September 21, 2023).

10.80 Series 2023-8 Supplement, dated as of September 18, 2023, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2023-8 Agent (Incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K dated September 21, 2023).

10.81 Series 2024-1 Supplement, dated as of January 12, 2024, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2024-1 Agent (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated January 18, 2024).

10.82 Sixth Amended and Restated Credit Agreement, dated as of July 9, 2021, among Avis Budget Holdings, LLC, Avis Budget Car Rental, LLC, Avis Budget Group, Inc., the subsidiary borrowers from time to time party thereto, the financial institutions from time to time party thereto JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, dated July 13, 2021).

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10.85 Third Amendment, dated as of July 28, 2022, to the Sixth Amended and Restated Credit Agreement, dated as of July 9, 2021, among Avis Budget Holdings, LLC, Avis Budget Car Rental, LLC, as borrower, Avis Budget Group, Inc., the subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent, and the other parties thereto (Incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2022, dated November 1, 2022).

10.75 Offer Letter, dated May 17, 2022, between Ravi Simhambhatla and Avis Budget Group, Inc.†

10.76 Fourth Amendment, dated as of February 6, 2023 , to the Sixth Amended and Restated Credit Agreement, dated as of July 9, 2021, among Avis Budget Holdings, LLC, Avis Budget Car Rental, LLC, as borrower, Avis Budget Group, Inc., the subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, and the other parties thereto .

10.86 Fourth Amendment, dated as of February 6, 2023, to the Sixth Amended and Restated Credit Agreement, dated as of July 9, 2021, among Avis Budget Holdings, LLC, Avis Budget Car Rental, LLC, as borrower, Avis Budget Group, Inc., the subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, and the other parties thereto (incorporated by reference to Exhibit 10.76 to the Company’s Annual Report on Form 10-K for the year ended December 31, 2022, dated February 16, 2023).

10.87 Fifth Amendment, dated as of April 21, 2023, to the Sixth Amended and Restated Credit Agreement, dated as of July 9, 2021, among Avis Budget Holdings, LLC, Avis Budget Car Rental, LLC, as borrower, Avis Budget Group, Inc., the subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, and the other parties thereto (incorporated by reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q dated August 1, 2023).

10.88 Sixth Amendment, dated as of December 8, 2023, to the Sixth Amended and Restated Credit Agreement, dated as of July 9, 2021, among Avis Budget Holdings, LLC, Avis Budget Car Rental, LLC, as borrower, Avis Budget Group, Inc., the subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, and the other parties thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, dated December 14, 2023).

10.89 Seventh Amendment, dated as of December 27, 2023, to the Sixth Amended and Restated Credit Agreement, dated as of July 9, 2021, among Avis Budget Holdings, LLC, Avis Budget Car Rental, LLC, as borrower, Avis Budget Group, Inc., the subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, and the other parties thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, dated January 3, 2024).

10.90 Administrative Amendment, dated as of December 27, 2023, to the Sixth Amended and Restated Credit Agreement, dated as of July 9, 2021, among Avis Budget Holdings, LLC, Avis Budget Car Rental, LLC, as borrower, Avis Budget Group, Inc., the subsidiary borrowers from time to time party thereto, the lenders from time to time party thereto and JPMorgan Chase Bank, N.A., as Administrative Agent, and the other parties thereto.

21 Subsidiaries of Registrant.

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Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

97 Avis Budget Group, Inc.

Clawback Policy

101.INS 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.

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† Denotes management contract or compensatory plan.

†† Confidential treatment has been requested for certain portions of this Exhibit pursuant to Rule 24b-2 of the Securities Exchange Act of 1934, as amended, which portions have been omitted and filed separately with the Securities and Exchange Commission.

†† Certain portions of this exhibit have been omitted in accordance with Item 601(b)(10)(iv) of Regulation S-K.

The registrant agrees to furnish supplementally an unredacted copy of this exhibit to the Securities and Exchange Commission upon its request.

Certain other long-term debt is described in Note 14 of the Notes to Consolidated Financial Statements.

The Company agrees to furnish to the Securities and Exchange Commission, upon request, copies of any instruments defining the rights of holders of any such long-term debt described in Note 14 and not filed herewith.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 9A. Controls and Procedures