AVIS BUDGET GROUP INC
For the period ended May 22, 2024. Filed Apr 3, 2024.
View on SEC.govAbout this filing
What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 22, 2024 · Filed Apr 3, 2024
Contents
2024 Proxy Statement Summary
This summary highlights information contained elsewhere in this Proxy Statement, including under “Executive Compensation.” This summary does not contain all of the information that you should consider and you should read the entire Proxy Statement carefully before voting.
Annual Meeting of Shareholders
| | • | | | Date and Time | | | May 22, 2024 at 9:00 a.m. Eastern Time | |
|---|---|---|---|---|---|---|---|---|
| | • | | | Record Date | | | March 28, 2024 | |
| | • | | | Format | | | Virtual | |
These materials were first sent or made available to shareholders on April 3, 2024. The Company’s principal executive offices are located at 379 Interpace Parkway, Parsippany, NJ 07054.
Voting Matters and Voting Recommendations
| | Voting Matters | | | Proposal No. | | | Our Board’s Voting Recommendation | |
|---|---|---|---|---|---|---|---|---|
| | Election of Directors (page 7) | | | 1 | | | FOR ALL NOMINEES | |
| | Ratification of Appointment of Auditors (pages 47-48) | | | 2 | | | FOR | |
| | Advisory Approval of the Compensation of our Named Executive Officers (page 49) | | | 3 | | | FOR | |
Corporate Governance Highlights
| • | 5 of 6 (83%) of our directors are diverse by gender, ethnicity or race |
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| • | Our Executive Chairman is currently the only management director. Following the Annual Meeting, we expect to have no management directors |
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| • | All members of our Compensation, Corporate Governance and Audit Committees are independent |
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| • | Annual election of all directors |
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| • | Majority voting (of votes cast) with a director resignation policy for directors in uncontested elections |
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| • | Robust executive and director stock ownership guidelines |
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| • | Each director nominee who served on the Board in 2023 attended at least 75% of Board and Committee meetings held in 2023 |
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| • | Policy requiring annual performance evaluation of the Board |
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Company Performance and Executive Compensation
We saw strong demand for vehicle rentals for full year 2023, and our revenues increased totaling approximately $12.0 billion, the best full year revenue in our history. For 2023, net income was approximately $1.6 billion and Adjusted EBITDA (as defined and reconciled in the “Compensation Discussion & Analysis” section below (the “CD&A”)) was approximately $2.5 billion, both second highest full year records for the Company. In 2023, we also returned capital to our shareholders through the repurchase of $889 million of the Company’s common stock, par value $0.01 per share (the “Common Stock”), resulting in the repurchase of 4.3 million shares. Our closing stock price on December 29, 2023 of $177.26 reflected an increase compared to our closing stock price on December 31, 2022.
As described further in the CD&A, compensation paid to our named executive officers (“NEOs”) for 2023 was mostly lower compared to 2022, primarily driven by a reduction in long-term incentive awards and lower annual cash incentive payouts.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.