AVIS BUDGET GROUP, INC. — Director's Dealing 2014

Jan 28, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AVIS BUDGET GROUP, INC. (CAR)
CIK: 0000723612
Period of Report: 2014-01-25

Reporting Person: Linnen Edward P (SVP, Chief HR Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-01-25	Common Stock	M	3889	—	Acquired	9201	Direct
2014-01-25	Common Stock	F	1326	$38.60	Disposed	7875	Direct
2014-01-26	Common Stock	M	3243	—	Acquired	11118	Direct
2014-01-26	Common Stock	F	1114	$38.60	Disposed	10004	Direct
2014-01-26	Common Stock	M	4170	—	Acquired	14174	Direct
2014-01-26	Common Stock	F	1433	$38.60	Disposed	12741	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-01-25	Restricted Stock Units	$0.0	M	3889	Disposed		Common Stock (3889.0)	Direct
2014-01-26	Restricted Stock Units	$0.0	M	3243	Disposed		Common Stock (3243.0)	Direct
2014-01-26	Performance Based Restricted Stock Units	$0.0	M	4170	Disposed		Common Stock (4170.0)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3496	Indirect

Footnotes

F1: Units convert to Common Stock on a one-to-one basis upon vesting.

F2: Represents tax withholdings in connection with the vesting of 3,889 shares of restricted stock units.

F3: Represents tax withholdings in connection with the vesting of 3,243 shares of restricted stock units.

F4: Represents tax withholdings in connection with the vesting of 4,170 shares of restricted stock units.

F5: Original grant vests in three equal installments on January 25, 2013, 2014 and 2015.

F6: Expiration date not applicable.

F7: Original grant vests in three equal installments on January 26, 2012, 2013 and 2014.

F8: 100% of the units vested on the third anniversary of the date of grant based on the Company's achievement of certain average price-per share performance goals.