AVIS BUDGET GROUP, INC. — Director's Dealing 2016

Jan 25, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: AVIS BUDGET GROUP, INC. (CAR)
CIK: 0000723612
Period of Report: 2016-01-21

Reporting Person: De Shon Larry D (Director, CEO and COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-01-21	Common Stock	M	3269	—	Acquired	164802	Direct
2016-01-21	Common Stock	F	1353	$25.27	Disposed	163449	Direct
2016-01-22	Common Stock	M	16389	—	Acquired	179838	Direct
2016-01-22	Common Stock	F	5958	$26.08	Disposed	173880	Direct
2016-01-22	Common Stock	M	4860	—	Acquired	178740	Direct
2016-01-22	Common Stock	F	1740	$26.08	Disposed	177000	Direct
2016-01-22	Common Stock	M	12151	—	Acquired	189151	Direct
2016-01-22	Common Stock	F	4417	$26.08	Disposed	184734	Direct
2016-01-23	Common Stock	M	9434	—	Acquired	194168	Direct
2016-01-23	Common Stock	F	4549	$26.08	Disposed	189619	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-01-21	Restricted Stock Units	$0.0	M	3269	Disposed		Common Stock (3269.0)	Direct
2016-01-22	Performance Based Restricted Stock Units	$0.0	M	16389	Disposed		Common Stock (16389.0)	Direct
2016-01-22	Restricted Stock Units	$0.0	M	4860	Disposed		Common Stock (4860.0)	Direct
2016-01-22	Restricted Stock Units	$0.0	M	12151	Disposed		Common Stock (12151.0)	Direct
2016-01-23	Restricted Stock Units	$0.0	M	9434	Disposed		Common Stock (9434.0)	Direct

Footnotes

F1: Represents restricted stock units which automatically convert to Common Stock upon the vesting of such units on a one-to-one basis.

F2: Represents tax withholdings in connection with the vesting of 3,269 restricted stock units.

F3: Represents tax withholdings in connection with the vesting of 16,389 restricted stock units.

F4: Represents tax withholdings in connection with the vesting of 4,860 restricted stock units.

F5: Represents tax withholdings in connection with the vesting of 12,151 shares of restricted stock units.

F6: Represents tax withholdings in connection with the vesting of 9,434 shares of restricted stock units.

F7: Original grant was awarded in 2015 and vests in three equal installments on January 21, 2016, 2017 and 2018.

F8: Expiration date not applicable.

F9: Original grant was awarded in 2014 and vested on January 22, 2016 based on the Company's attainment of pre-established financial performance goals.

F10: Original grant was awarded in 2014 and vests in three equal installments on January 22, 2015, 2016 and 2017.

F11: Original grant was awarded in 2014.

F12: Original grant was awarded in 2013 and vested in three equal installments on January 23, 2014, 2015 and 2016.