Hertz Global Holdings Class Action Lawsuit - HTZ

• Company: Hertz Global Holdings, Inc. (NASDAQ: HTZ)
• Lead Plaintiff Deadline: September 22, 2026
• Class Period: May 7, 2026 - June 23, 2026
• Stock Drop: June 24, 2026 - HTZ fell more than 40% to $3.00
• Lawsuit Type: Securities Class Action

Introduction

A securities class action lawsuit was filed on July 24, 2026, in the United States District Court for the Middle District of Florida against Hertz Global Holdings, Inc., Chief Executive Officer Wayne Gilbert West, and Chief Financial Officer Scott M. Haralson. The case, Cameron Schweitzer v. Hertz Global Holdings, Inc., et al., seeks remedies for investors who purchased Hertz common stock between May 7, 2026 and June 23, 2026, inclusive.

The Hertz shareholder lawsuit turns on a simple pressure point: liquidity. Hertz told investors that its turnaround was gaining traction, that fleet discipline was improving depreciation metrics, and that liquidity was strong enough to carry the business forward. The complaint alleges a different reality. Behind the upbeat message, the lawsuit says, Hertz was facing rapidly deteriorating liquidity, renewed weakness in the used-car market, and a likely need for a distressed financing that would dilute existing shareholders.

Then the financing arrived. On June 24, 2026, Hertz announced a large capital raise tied to exchangeable secured PIK notes and a concurrent share-lending transaction involving more than 37 million shares. At the same time, the Company disclosed that unexpected softness in the used-car market had caused vehicle-sale losses in May and would push second-quarter Adjusted Corporate EBITDA sharply lower. HTZ fell more than 40% that day, closing at $3.00 per share.

Backdrop and Business Context

Hertz traces its roots to 1918, when Walter L. Jacobs founded Rent-A-Car, Inc. in Chicago with a small fleet of Ford Model T cars. John D. Hertz purchased the business in 1923 and renamed it Hertz Drive-Ur-Self System, giving the rental operation the brand identity it still carries. The modern Hertz Global Holdings, Inc. is headquartered in Estero, Florida, and its common stock trades on Nasdaq under the ticker HTZ. The company returned to public-market prominence after its post-bankruptcy Nasdaq relisting in November 2021, following a 2020 Chapter 11 filing caused by the collapse in travel demand during the COVID-19 pandemic.

Hertz operates a global vehicle rental and mobility business through brands including Hertz, Dollar, Thrifty, and Firefly. It serves business travelers, leisure renters, replacement-rental customers, rideshare drivers, and local commercial accounts through airport and off-airport locations. Its network spans more than 11,000 locations in roughly 160 countries, and its business model depends on time-and-mileage rental charges, ancillary products, franchise and licensing income, and sales of retired fleet vehicles through channels such as Hertz Car Sales. For full-year 2025, Hertz reported annual revenue of approximately $8.504 billion. Its major competitors include Enterprise Holdings and Avis Budget Group.

The economics are asset-heavy. Hertz buys or leases vehicles, finances much of the fleet, rents the cars, and then sells them into the used-car market. That makes depreciation per unit, residual values, fleet financing, and liquidity central to the business. According to the complaint, those same dependencies sit at the center of the alleged fraud: Hertz allegedly assured investors that liquidity and fleet metrics were improving while used-car softness and funding pressure were already undermining the turnaround.

Promises Made vs. Reality

At the start of the Class Period, Hertz framed its first-quarter 2026 results as evidence that its turnaround was working. On May 7, 2026, the Company issued a release announcing Q1 2026 financial and operating results on Form 8-K, highlighting what it called its "Strongest Revenue Growth in Three Years." The release emphasized Net Depreciation per Unit per Month of $312, which Hertz said was approaching its "North Star" target and represented a 13% year-over-year improvement, supported by disciplined fleet rotation.

The same release described the used-car market as moving in Hertz's favor. Hertz said the market was in a seasonal trough through February but had "since improved considerably." The Company also spotlighted liquidity, reporting that it ended the first quarter with approximately $837 million of liquidity and that an April financing added approximately $200 million more. The message was clear: the fleet was getting healthier, the capital position was manageable, and the Back-to-Basics strategy was producing measurable progress.

Hertz expanded that message in its earnings materials. The Company credited its "Buy Right, Hold Right, Sell Right" strategy, its youngest fleet in nearly a decade, and structural improvements to commercial strategies. It reported $2.0 billion in first-quarter revenue, described that result as its strongest revenue growth in three years, and said progress toward its DPU target and cost-management initiatives helped improve Adjusted Corporate EBITDA by nearly 50% year over year.

On the same day, CFO Scott M. Haralson addressed liquidity on the Company's earnings call. He told analysts and investors that Hertz ended the quarter with $837 million of liquidity, including cash, cash equivalents, and available revolving credit capacity. He added that the April ABS financing contributed another $200 million of liquidity in the second quarter, and said that with other planned liquidity enhancements, Hertz expected to end the second quarter with just under $1 billion and finish the year "north of $1.5 billion."

The next day, Hertz filed its Form 10-Q for the quarter ended March 31, 2026. CFO Haralson signed the filing, and both Haralson and CEO Wayne Gilbert West certified its accuracy and material completeness. The Form 10-Q repeated the Company's liquidity and DPU information, and further stated that Hertz's cash, liquidity facilities, and refinancing options "will be sufficient to fund our operating activities and obligations for the next twelve months and for the foreseeable future thereafter."

The complaint alleges that this public narrative concealed the true condition of the business. Hertz's liquidity was allegedly deteriorating far more rapidly than represented, and the Company allegedly could not fund operations and obligations for the next twelve months without resorting to a distressed, dilutive financing. The lawsuit further alleges that used-car market softness was not merely isolated or transitory, but had recurred and was materially depressing DPU and Adjusted Corporate EBITDA. As alleged in the complaint, defendants' positive statements about Hertz's business, operations, and liquidity lacked a reasonable basis because the Company was likely to undertake a dilutive capital raise that would materially harm existing shareholders.

Timeline of Alleged Misconduct and Disclosures

Class Period: May 7, 2026 -- June 23, 2026, inclusive.

• May 7, 2026: Class Period begins. Before the market opened, Hertz announced its first-quarter 2026 results, highlighting its “Strongest Revenue Growth in Three Years,” Net DPU of $312, approximately $837 million of liquidity, its Back-to-Basics strategy, its “Buy Right, Hold Right, Sell Right” fleet approach, its youngest fleet in nearly a decade, $2.0 billion in first-quarter revenue, and an Adjusted Corporate EBITDA improvement of nearly 50% year over year. During the related earnings call, CFO Scott M. Haralson stated that Hertz expected to end the second quarter with just under $1 billion of liquidity and the year with more than $1.5 billion.
• May 8, 2026: Hertz filed its Form 10-Q for the quarter ended March 31, 2026. CFO Haralson signed the filing, and Haralson and CEO Wayne Gilbert West certified it. The filing stated that Hertz's cash, liquidity facilities, and refinancing options would be sufficient for the next twelve months and the foreseeable future thereafter.
• June 23, 2026: Class Period ends.
• June 24, 2026: Alleged corrective disclosure. Before the market opened, Hertz announced that its wholly owned indirect subsidiary intended to offer $300 million of Exchangeable Senior First-Lien Secured PIK Notes due 2030, together with a concurrent share-lending offering involving more than 37 million shares of common stock from which Hertz would receive no proceeds. Hertz also disclosed that “unexpected softness in the used car market” had caused losses on vehicle sales in May 2026 and was expected to reduce second-quarter Adjusted Corporate EBITDA to between $50 million and $80 million. On this news, HTZ declined more than 40%, closing at $3.00 per share.
• June 25, 2026: Hertz priced the financing on more dilutive terms. The notes offering was upsized to $350 million, with an option up to $400 million, at a 6.75% coupon and an exchange price of approximately $3.58 per share. Borrowed common stock was sold to the public at $2.70 per share.
• July 24, 2026: Plaintiff Cameron Schweitzer filed the securities class action complaint in the United States District Court for the Middle District of Florida.

Investor Harm and Market Reaction

The complaint alleges that the truth emerged on June 24, 2026, when Hertz announced a large financing package and disclosed renewed used-car market weakness. The Company said the unexpected softness had produced losses on vehicle sales in May and would push second-quarter Adjusted Corporate EBITDA to only $50 million to $80 million. On that news, HTZ fell more than 40%, closing at $3.00 per share.

The complaint attributes the decline to the combined June 24 disclosures, which included both the operating update and the financing announcement. Hertz announced a proposed $300 million offering of Exchangeable Senior First-Lien Secured PIK Notes due 2030 and a concurrent share-lending offering involving more than 37 million shares of common stock from which the Company would receive no proceeds. The complaint alleges that this contradicted prior assurances that liquidity would be sufficient for the next twelve months and that year-end liquidity would reach north of $1.5 billion.

The next day, the offering priced on terms the complaint characterizes as more dilutive. Hertz upsized the notes to $350 million, with an option to reach $400 million, at a 6.75% coupon and an exchange price of approximately $3.58 per share. The borrowed common stock was sold to the public at $2.70 per share. For investors who purchased Hertz common stock during the Class Period, the lawsuit alleges that the June disclosures removed artificial inflation from HTZ shares and caused economic losses.

Litigation & Procedural Posture

The complaint asserts claims under Section 10(b) of the Securities Exchange Act of 1934 and SEC Rule 10b-5 against all defendants, and claims under Section 20(a) against the Individual Defendants, Wayne Gilbert West and Scott M. Haralson. The lawsuit alleges that defendants made materially false and misleading statements and omissions concerning Hertz's business, operations, financial condition, liquidity, and exposure to used-car market weakness.

Defendants are Hertz Global Holdings, Inc., Wayne Gilbert West, Chief Executive Officer and board member since April 2024, and Scott M. Haralson, Executive Vice President and Chief Financial Officer since June 2024.

Scienter allegations center on the Individual Defendants' senior roles, access to internal information, control over public statements, and certifications of Hertz's SEC filings. The complaint alleges that West and Haralson knew or recklessly disregarded that adverse facts about liquidity, used-car softness, DPU, and the likelihood of a dilutive financing were not disclosed to investors. No insider sales are alleged in the complaint, and no confidential witnesses are cited.

Procedurally, the case is newly filed as a putative securities class action and seeks certification on behalf of all persons who purchased Hertz common stock during the May 7, 2026 to June 23, 2026 Class Period. The complaint demands a jury trial and requests compensatory damages, costs, expenses, and appropriate equitable relief. Lead plaintiff submissions are due September 22, 2026.

How to Check Eligibility in the Hertz Global Holdings, Inc. (HTZ) Class Action

• Confirm you purchased HTZ shares during the May 7, 2026 to June 23, 2026 class period
• Review the allegations and eligibility requirements in the pending securities class action
• Gather trade confirmations and brokerage records documenting purchases or losses
• Consult counsel regarding the lead plaintiff deadline, eligibility, and any potential rights in the litigation

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