Hertz 2013 Annual Report Download - page 143

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Table of Contents



   
Subleased
Vehicles -
Advantage
$279 million
A Combination of The
Income And Market
Approaches
Probability of Payment 0%
Projected Month of Disposal December 2013 - April 2014
Probability of A Buy-Out 0 - 60%
Probability of Bankruptcy 0 - 100%
(a) Amount represents the fair value of subleased vehicles to Advantage when we recognized the impairment charge as of September 30, 2013, the date that the fair
value measurement was made. The carrying value for these subleased vehicles may have subsequently increased or decreased from the fair value reflected
due to activity that has occurred since the measurement date.


Our directors who are also members of the Board of Directors of Hertz Holdings receive no additional compensation for serving on our Board
of Directors or any committee of our Board of Directors. Currently all members of our Board of Directors are also members of the Board of
Directors of Hertz Holdings. The compensation expense of the Hertz Holdings' directors is pushed down from Hertz Holdings and recorded on
the books at the Hertz level.
In November 2011, Hertz Holdings' Board of Directors amended and restated the Director Compensation Policy. Pursuant to the policy prior
to November 2011 its directors who are not also employees each received a $170,000 annual retainer fee, of which $70,000 was payable in
cash and $100,000 was payable in the form of shares of Hertz Holdings' common stock. Starting in November 2011, the policy now provides
that Hertz Holdings' directors who are not also employees each receive a $210,000 annual retainer fee, of which $85,000 is payable in cash
and $125,000 is payable in the form of equity. In May 2012, Hertz Holdings' Board of Directors further amended and restated the Director
Compensation Policy to provide that the equity portion of the annual retainer fee would be paid annually following the annual meeting of
shareholders (or the eligible director's date of election, if applicable) in the form of restricted stock units having an equivalent fair market value
equal to the annual equity award amount on the date of grant. The restricted stock units will vest on the business day immediately preceding
the next annual meeting of shareholders.
For 2013 and subsequent years, the lead director of Hertz Holdings' is paid an additional annual cash fee of $100,000, the chairperson of
Hertz Holdings' Audit Committee is paid an additional annual cash fee of $35,000 and each other member of its Audit Committee is paid an
additional annual cash fee of $17,500. For 2013 and subsequent years, the chairperson of Hertz Holdings' Compensation Committee is paid
an additional annual cash fee of $30,000 and each other member of its Compensation Committee receives an additional annual cash fee of
$15,000. For 2013 and subsequent years, the chairperson of its Nominating and Governance Committee is paid an additional annual cash
fee of $25,000 and each other member of its Nominating and Governance Committee receives an additional annual cash fee of $12,500. For
2013 and subsequent years, each member of its Executive and Finance Committee receives an additional annual cash fee of $17,500.

The Corporation in the ordinary course of business provides products and services to and purchases products and services from companies
at which some of our directors serve. In each case: (i) the relevant products and services were provided on terms and conditions determined
on an arms-length basis and consistent with those provided by or to similarly situated customers and suppliers; (ii) the relevant director did
not initiate or negotiate the relevant transaction, each of which was in the ordinary course of business of both companies; and (iii) the
aggregate amounts of such purchases and sales were less than 2% of the consolidated gross revenues of each of the Corporations, for the
periods presented.
We provided relocation assistance to our employees in connection with the relocation of our corporate headquarters from Park Ridge, New
Jersey to Estero, Florida. In connection with the relocation program, we entered into an agreement with a third-party provider of relocation
services, part of which included purchases of the current residences of eligible
139
Source: HERTZ CORP, 10-K, March 31, 2014 Powered by Morningstar® Document Research
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