| FORM
3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF
SECURITIES
Filed pursuant to Section 16(a) of the
Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act
of 1940
|
| OMB APPROVAL |
| OMB Number: |
3235-0104 |
| Expires: |
December 31, 2014 |
| Estimated average burden |
| hours per response: |
0.5 |
|
|
1. Name and Address of Reporting Person
*
| C/O ICAHN ENTERPRISES L.P. |
| 16690 COLLINS AVENUE - PH-1 |
(Street)
| SUNNY ISLES BEACH |
FL |
33160 |
|
2. Date of Event Requiring Statement
(Month/Day/Year)
05/12/2022
|
3. Issuer Name
and
Ticker or Trading Symbol
HERC HOLDINGS INC
[
HRI
]
|
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
| X |
Director |
|
10% Owner |
|
Officer (give title below) |
|
Other (specify below) |
|
|
5. If Amendment, Date of Original Filed
(Month/Day/Year)
|
6. Individual or Joint/Group Filing (Check
Applicable Line)
| X |
Form filed by One Reporting Person |
|
Form filed by More than One Reporting
Person |
|
| Table I - Non-Derivative Securities Beneficially Owned |
|---|
| 1. Title of Security (Instr.
4)
|
2.
Amount of Securities Beneficially Owned (Instr.
4)
|
3. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
|
4. Nature of Indirect Beneficial Ownership (Instr.
5)
|
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
|
|---|
| 1. Title of Derivative Security (Instr.
4)
|
2. Date Exercisable and Expiration Date
(Month/Day/Year) |
3. Title and Amount of Securities Underlying Derivative Security (Instr.
4)
|
4. Conversion or Exercise Price of Derivative Security
|
5. Ownership Form: Direct (D) or Indirect (I) (Instr.
5)
|
6. Nature of Indirect Beneficial Ownership (Instr.
5)
|
| Date Exercisable |
Expiration Date |
Title |
Amount or Number of Shares |
| Explanation of Responses: |
| Remarks: |
| Exhibit List Exhibit 24 Power of Attorney |
|
/s/ S. Wade Sheek by Power of Attorney |
05/16/2022 |
|
** Signature of Reporting Person |
Date |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. |
| * If the form is filed by more than one reporting person,
see
Instruction
4
(b)(v). |
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure. |
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |
LIMITED POWER OF ATTORNEY
FOR SECTION 16 REPORTING OBLIGATIONS
Know all persons by these presents, that the undersigned hereby
constitutes and appoints
each of S. Wade Sheek, Christian Cunningham and Derek Lively,
and each of them individually, as the undersigned?s true
and lawful attorney-in-fact, each with full power and authority as hereinafter
described on behalf of and in the name, place and stead of the undersigned to:
1. execute, acknowledge, deliver and file Forms 3, 4 and 5
(including any amendments thereto)
with respect to the securities of Herc Holdings Inc., a Delaware corporation
(the ?Company?), with the United States Securities and Exchange Commission
(the ?SEC?), any national securities
exchanges and the Company, as considered necessary or advisable under
Section 16(a) of the Securities Exchange Act of 1934 and the rules and
regulations promulgated thereunder, as amended from time to time
(the ?Exchange Act?);
2. execute, acknowledge, deliver and file a Form ID and any other form
required to be filed or submitted in accordance with Regulation S-T
promulgated
by the SEC (or any successor provision) in order to electronically file
the forms identified above;
3. seek or obtain, as the undersigned?s representative and on the
undersigned?s behalf, information on transactions in the Company?s
securities from any third party, including brokers, employee benefit plan
administrators and trustees, and the undersigned hereby authorizes any such
person to release any such
information to the attorney-in-fact and approves and ratifies any such
release of information; and
4. take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit
to, in the best interest of,
or legally required by, the undersigned in connection with the foregoing.
The undersigned acknowledges that:
1. this Limited Power of Attorney authorizes, but does not require,
such attorney-in-fact
to act in his or her discretion on information provided to such
attorney-in-fact
without independent verification of such information;
2. any documents prepared and/or executed by such attorney-in-fact on behalf
of the undersigned
pursuant to this Limited Power of Attorney will be in such form
and will contain such information and disclosure as such attorney-in-fact,
in his or her discretion, deems necessary or desirable;
3. neither the Company nor such attorney-in-fact assumes (i) any liability
for the undersigned?s
responsibility to comply with the requirements of the Exchange Act,
(ii) any liability of the undersigned for any failure to comply with such
requirements, or
(iii) any obligation or liability of the undersigned for profit
disgorgement under Section 16(b) of the Exchange Act; and
4. this Limited Power of Attorney does not relieve the undersigned
from responsibility
for compliance with the undersigned?s obligations under the Exchange Act,
including without limitation the reporting requirements under Section 16
of the Exchange Act.
The undersigned hereby gives and grants each of the foregoing
attorneys-in-fact full
power and authority to do and perform each and every
act and thing whatsoever requisite, necessary or appropriate to be
done concerning
the foregoing matters as fully to all intents and purposes as the
undersigned might or could do if present, hereby ratifying all that
each such attorney-in-fact of,
for and on behalf of the undersigned, shall lawfully
do or cause to be done by virture of this Limited Power of Attorney.
This Limited Power of Attorney supersedes any and all powers of attorney
previously granted with regard to the aforementioned; provided,
however, that any action or actions taken prior hereto pursuant to such
superseded powers shall not be deemed to be unauthorized by virtue of
this document.
This Limited Power of Attorney shall remain in full force and effect
until the undersigned is no longer required to file any forms
pursuant to Section 16 of the Exchange Act with respect to the
undersigned?s holdings of and transactions in securities issued by
the Company, unless earlier revoked by the undersigned in a signed writing
delivered to each such attorney-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this
Limited Power of Attorney to be executed as of this 1st day of April, 2022.
/s/ Hunter C. Gary
Name: Hunter C. Gary
2
1
Tweet
Share
E-mail
