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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q


☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2025


☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from _____ to _____

Commission File No. 001-10308


AVIS BUDGET GROUP, INC.
(Exact name of registrant as specified in its charter)


Delaware		06-0918165
(State or other jurisdiction of incorporation or organization)		(I.R.S. Employer Identification Number)
379 Interpace Parkway
Parsippany, NJ		07054
(Address of principal executive offices)		(Zip Code)
	(973) 496-4700
	(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:


TITLE OF EACH CLASS	TRADING SYMBOL(S)	NAME OF EACH EXCHANGE ON WHICH REGISTERED
Common Stock, Par Value $0.01	CAR	The Nasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller reporting company

☐

Emerging growth company

☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of July 25, 2025, the number of shares outstanding of the registrant’s common stock was 35,193,504.

Table of Contents


		Page
PART I	Financial Information
Item 1.	Financial Statements
	Condensed Consolidated Statements of Comprehensive Income for the Three and Six Months Ended June 30, 2025 and 2024 (Unaudited)	4
	Condensed Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024 (Unaudited)	5
	Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2025 and 2024 (Unaudited)	6
	Condensed Consolidated Statements of Stockholders’ Equity for the Three and Six Months Ended June 30, 2025 and 2024 (Unaudited)	8
	Notes to Condensed Consolidated Financial Statements (Unaudited)	9
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	33
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	43
Item 4.	Controls and Procedures	44
PART II	Other Information
Item 1.	Legal Proceedings	45
Item 1A.	Risk Factors	45
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	45
Item 5.	Other Information	45
Item 6.	Exhibits	45
	Signatures	46

Table of Contents

FORWARD-LOOKING STATEMENTS

Certain statements contained in this Quarterly Report on Form 10-Q may be considered “forward-looking statements” as that term is defined in the Private Securities Litigation Reform Act of 1995. The forward-looking statements contained herein are subject to known and unknown risks, uncertainties, assumptions and other factors that may cause our actual results, performance or achievements to be materially different from those expressed or implied by any such forward-looking statements. Forward-looking statements include information concerning our future financial performance, business strategy, projected plans and objectives. These statements may be identified by the fact that they do not relate to historical or current facts and may use words such as “believes,” “expects,” “anticipates,” “will,” “should,” “could,” “may,” “would,” “intends,” “projects,” “estimates,” “plans,” “forecasts,” “guidance,” and similar words, expressions or phrases. The following important factors and assumptions could affect our future results and could cause actual results to differ materially from those expressed in such forward-looking statements. These factors include, but are not limited to:

•the high level of competition in the mobility industry, including from new companies or technology, and the impact such competition may have on pricing and rental volume;

•a change in our fleet costs, including as a result of a change in the cost of new vehicles, resulting from inflation, trade disputes, tariffs or otherwise, manufacturer recalls, disruption in the supply of new vehicles, including due to labor actions, trade disputes, tariffs or otherwise, shortages in semiconductors used in new vehicle production, and/or a change in the price at which we dispose of used vehicles either in the used vehicle market or under repurchase or guaranteed depreciation programs;

•the results of operations or financial condition of the manufacturers of our vehicles, which could impact their ability to perform their payment obligations under our agreements with them, including repurchase and/or guaranteed depreciation arrangements, and/or their willingness or ability to make vehicles available to us or the mobility industry as a whole on commercially reasonable terms or at all;

•levels of and volatility in travel demand, including future volatility in airline passenger traffic;

•a deterioration or fluctuation in economic conditions, resulting in a recession, decreased levels of discretionary consumer spending for travel, or otherwise, particularly during our peak season or in key market segments;

•an occurrence or threat of terrorism, pandemics, severe weather events or natural disasters, military conflicts, including the ongoing military conflicts in the Middle East and Eastern Europe, or civil unrest in the locations in which we operate, trade disputes and tariffs, and the potential effects of sanctions on the world economy and markets and/or international trade;

•any substantial changes in the cost or supply of fuel, vehicle parts, energy, labor or other resources on which we depend to operate our business, including as a result of pandemics, inflation, tariffs, the ongoing military conflicts in the Middle East and Eastern Europe, and any embargoes on oil sales imposed on or by the Russian government;

•our ability to successfully implement or achieve our business plans and strategies, achieve and maintain cost savings and adapt our business to changes in mobility, and successfully implement digital transformation initiatives;

•political, economic, or commercial instability and/or political, regulatory, or legal changes in the countries in which we operate, and our ability to conform to multiple and conflicting laws or regulations in those countries;

•the performance of the used vehicle market from time to time, including our ability to dispose of vehicles in the used vehicle market on attractive terms;

•our dependence on third-party distribution channels, third-party suppliers of other services and co-marketing arrangements with third parties;

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•risks related to completed or future acquisitions or investments that we may pursue, including the incurrence of incremental indebtedness to help fund such transactions and our ability to promptly and effectively integrate any acquired businesses or capitalize on joint ventures, partnerships and other investments;

•our ability to utilize derivative instruments, and the impact of derivative instruments we utilize, which can be affected by fluctuations in interest rates, fuel prices and exchange rates, changes in government regulations and other factors;

•our exposure to uninsured or unpaid claims in excess of historical levels or changes in the number of incidents or cost per incident, and our ability to obtain insurance at desired levels and the cost of that insurance;

•risks associated with litigation or governmental or regulatory inquiries, or any failure or inability to comply with laws, regulations or contractual obligations or any changes in laws, regulations or contractual obligations, including with respect to personally identifiable information and consumer privacy, labor and employment, and tax;

•risks related to protecting the integrity of, and preventing unauthorized access to, our information technology systems or those of our third-party vendors, licensees, dealers, independent operators and independent contractors, and protecting the confidential information of our employees and customers against security breaches, including physical or cybersecurity breaches, attacks, or other disruptions, compliance with privacy and data protection regulation, and the effects of any potential increase in cyberattacks on the world economy and markets and/or international trade;

•any impact on us from the actions of our third-party vendors, licensees, dealers, independent operators and independent contractors and/or disputes that may arise out of our agreements with such parties;

•any major disruptions in our communication networks or information systems;

•risks related to tax obligations and the effect of future changes in tax laws and accounting standards;

•risks related to our indebtedness, including our substantial outstanding debt obligations, recent and future interest rate increases, which increase our financing costs, downgrades by rating agencies and our ability to incur substantially more debt;

•our ability to obtain financing for our global operations, including the funding of our vehicle fleet through the issuance of asset-backed securities and use of the global lending markets;

•our ability to meet the financial and other covenants contained in the agreements governing our indebtedness, or to obtain a waiver or amendment of such covenants should we be unable to meet such covenants;

•significant changes in the timing of our fleet rotation, carrying value of goodwill, or long-lived assets, including when there are events or changes in circumstances that indicate the carrying value may exceed the current fair value, which have in the past resulted in and in the future could result in a significant impairment charge; and

•other business, economic, competitive, governmental, regulatory, political or technological factors affecting our operations, pricing or services.

We operate in a continuously changing business environment and new risk factors emerge from time to time. New risk factors, factors beyond our control, or changes in the impact of identified risk factors may cause actual results to differ materially from those set forth in any forward-looking statements. Accordingly, forward-looking statements should not be relied upon as a prediction of actual results. Moreover, we do not assume responsibility if future results are materially different from those forecasted or anticipated. Other factors and assumptions not identified above, including those discussed in “Management’s Discussion and Analysis of Financial Condition and Results

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of Operations,” in Item 2 and “Risk Factors” in Item 1A in this quarterly report and in similarly-titled sections set forth in Item 7 and in Item 1A and in other portions of our 2024 Annual Report on Form 10-K filed with the Securities and Exchange Commission (the “SEC”) on February 14, 2025 (the “2024 Form 10-K”), may contain forward looking statements and involve uncertainties that could cause actual results to differ materially from those projected in any forward-looking statements.

Although we believe that our assumptions are reasonable, any or all of our forward-looking statements may prove to be inaccurate and we can make no guarantees about our future performance. Should unknown risks or uncertainties materialize or underlying assumptions prove inaccurate, actual results could differ materially from past results and/or those anticipated, estimated or projected. We undertake no obligation to release any revisions to any forward-looking statements, to report events or to report the occurrence of unanticipated events. For any forward-looking statements contained in any document, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.

Table of Contents

PART I — FINANCIAL INFORMATION

Item 1. Financial Statements

Avis Budget Group, Inc.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In millions, except per share data)

(Unaudited)


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Revenues	$	3,039	$	3,048	$	5,469	$	5,599

Expenses
Operating	1,526		1,532		2,879		2,876
Vehicle depreciation and lease charges, net	636		733		1,691		1,369
Selling, general and administrative	396		348		704		673
Vehicle interest, net	229		244		439		483
Non-vehicle related depreciation and amortization	60		58		116		119
Interest expense related to corporate debt, net:
Interest expense	110		88		207		171
Early extinguishment of debt	3		1		3		1

Restructuring and other related charges	59		14		81		17
Transaction-related costs, net	—		1		—		2
Other (income) expense, net	5		2		11		3
Total expenses	3,024		3,021		6,131		5,714

Income (loss) before income taxes	15		27		(662)		(115)
Provision for (benefit from) income taxes	10		12		(163)		(17)
Net income (loss)	5		15		(499)		(98)
Less: Net income attributable to non-controlling interests	1		1		2		2
Net income (loss) attributable to Avis Budget Group, Inc.	$	4	$	14	$	(501)	$	(100)

Comprehensive income (loss) attributable to Avis Budget Group, Inc.	$	71	$	19	$	(426)	$	(139)

Earnings (loss) per share
Basic	$	0.10	$	0.41	$	(14.24)	$	(2.80)
Diluted	$	0.10	$	0.41	$	(14.24)	$	(2.80)

See Notes to Condensed Consolidated Financial Statements (Unaudited).

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Avis Budget Group, Inc.

CONDENSED CONSOLIDATED BALANCE SHEETS

(In millions, except par value)

(Unaudited)


	June 30, 2025		December 31, 2024
Assets
Current assets:
Cash and cash equivalents	$	541	$	534
Receivables, net	971		838
Other current assets	944		662
Total current assets	2,456		2,034

Property and equipment, net	711		697
Operating lease right-of-use assets	3,198		3,057
Deferred income taxes	1,644		1,786
Goodwill	1,133		1,071
Other intangibles, net	602		601
Other non-current assets	413		422
Total assets exclusive of assets under vehicle programs	10,157		9,668

Assets under vehicle programs:
Program cash	57		60
Vehicles, net	20,510		17,619
Receivables from vehicle manufacturers and other	235		386
Investment in Avis Budget Rental Car Funding (AESOP) LLC—related party	1,412		1,308
	22,214		19,373
Total assets	$	32,371	$	29,041

Liabilities and stockholders’ equity
Current liabilities:
Accounts payable and other current liabilities	$	3,168	$	2,700
Short-term debt and current portion of long-term debt	39		20
Total current liabilities	3,207		2,720

Long-term debt	6,038		5,373
Long-term operating lease liabilities	2,630		2,484
Other non-current liabilities	518		470
Total liabilities exclusive of liabilities under vehicle programs	12,393		11,047

Liabilities under vehicle programs:
Debt	4,387		3,453
Debt due to Avis Budget Rental Car Funding (AESOP) LLC—related party	15,527		14,083
Deferred income taxes	2,035		2,442
Other	762		333
	22,711		20,311
Commitments and contingencies (Note 12)

Stockholders’ equity:
Preferred stock, $0.01 par value—authorized 10 shares; none issued and outstanding, in each period	—		—
Common stock, $0.01 par value—authorized 250 shares; issued 137 shares, in each period	1		1
Additional paid-in capital	6,618		6,620
Retained earnings	1,528		2,029
Accumulated other comprehensive loss	(135)		(210)
Treasury stock, at cost—102 shares, in each period	(10,757)		(10,767)
Stockholders’ equity attributable to Avis Budget Group, Inc.	(2,745)		(2,327)
Non-controlling interests	12		10
Total stockholders’ equity	(2,733)		(2,317)
Total liabilities and stockholders’ equity	$	32,371	$	29,041

See Notes to Condensed Consolidated Financial Statements (Unaudited).

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Avis Budget Group, Inc.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In millions)

(Unaudited)


	Six Months Ended June 30,
	2025		2024
Operating activities
Net loss	$	(499)	$	(98)
Adjustments to reconcile net loss to net cash provided by operating activities:
Vehicle depreciation	1,350		1,217
Amortization of right-of-use assets	533		533
(Gain) loss on sale of vehicles, net	280		78
Vehicle related reserves	175		208
Non-vehicle related depreciation and amortization	116		119

Stock-based compensation	12		13
Amortization of debt financing fees	27		24
Early extinguishment of debt costs	3		1

Net change in assets and liabilities:
Receivables	(56)		(94)
Income taxes and deferred income taxes	(220)		(40)
Accounts payable and other current liabilities	235		80
Operating lease liabilities	(535)		(525)
Other, net	35		(43)
Net cash provided by operating activities	1,456		1,473

Investing activities
Property and equipment additions	(85)		(98)
Proceeds received on asset sales	2		1
Net assets acquired (net of cash acquired)	—		(2)


Net cash used in investing activities exclusive of vehicle programs	(83)		(99)

Vehicle programs:
Investment in vehicles	(8,755)		(6,895)
Proceeds received on disposition of vehicles	4,986		4,427
Investment in debt securities of Avis Budget Rental Car Funding (AESOP) LLC—related party	(609)		(373)
Proceeds from debt securities of Avis Budget Rental Car Funding (AESOP) LLC—related party	505		385
	(3,873)		(2,456)
Net cash used in investing activities	(3,956)		(2,555)

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Avis Budget Group, Inc.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Continued)

(In millions)

(Unaudited)


	Six Months Ended June 30,
	2025		2024
Financing activities
Proceeds from long-term borrowings	$	1,100	$	869
Payments on long-term borrowings	(610)		(390)


Repurchases of common stock	(3)		(16)
Debt financing fees	(12)		(16)



Net cash provided by financing activities exclusive of vehicle programs	475		447

Vehicle programs:
Proceeds from borrowings	14,086		12,477
Payments on borrowings	(12,075)		(11,848)
Debt financing fees	(15)		(40)
	1,996		589
Net cash provided by financing activities	2,471		1,036

Effect of changes in exchange rates on cash and cash equivalents, program and restricted cash	35		(15)

Net increase (decrease) in cash and cash equivalents, program and restricted cash	6		(61)
Cash and cash equivalents, program and restricted cash, beginning of period	597		644
Cash and cash equivalents, program and restricted cash, end of period	$	603	$	583

See Notes to Condensed Consolidated Financial Statements (Unaudited).

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Avis Budget Group, Inc.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(In millions)

(Unaudited)


	Common Stock			Additional Paid-in Capital		Retained Earnings (Accumulated Deficit)		Accumulated Other Comprehensive Income (Loss)		Treasury Stock			Stockholders’ Equity Attributable to Avis Budget Group, Inc.		Non-controlling Interests		Total Stockholders’ Equity
	Shares	Amount								Shares	Amount
Balance as of March 31, 2025	137.1	$	1	$	6,612	$	1,524	$	(202)	(101.9)	$	(10,757)	$	(2,822)	$	11	$	(2,811)

Comprehensive income (loss):
Net income (loss)	—	—		—		4		—		—	—		4		1		5
Other comprehensive income (loss)	—	—		—		—		67		—	—		67		—		67
Total comprehensive income (loss)						4		67					71		1		72


Net activity related to restricted stock units	—	—		6		—		—		—	—		6		—		6

Balance as of June 30, 2025	137.1	$	1	$	6,618	$	1,528	$	(135)	(101.9)	$	(10,757)	$	(2,745)	$	12	$	(2,733)

Balance as of March 31, 2024	137.1	$	1	$	6,610	$	3,738	$	(140)	(101.4)	$	(10,724)	$	(515)	$	7	$	(508)

Comprehensive income (loss):
Net income (loss)	—	—		—		14		—		—	—		14		1		15
Other comprehensive income (loss)	—	—		—		—		5		—	—		5		—		5
Total comprehensive income (loss)						14		5					19		1		20


Net activity related to restricted stock units	—	—		6		(1)		—		—	1		6		—		6

Balance as of June 30, 2024	137.1	$	1	$	6,616	$	3,751	$	(135)	(101.4)	$	(10,723)	$	(490)	$	8	$	(482)

	Common Stock			Additional Paid-in Capital		Retained Earnings (Accumulated Deficit)		Accumulated Other Comprehensive Income (Loss)		Treasury Stock			Stockholders’ Equity Attributable to Avis Budget Group, Inc.		Non-controlling Interests		Total Stockholders’ Equity
	Shares	Amount								Shares	Amount
Balance as of December 31, 2024	137.1	$	1	$	6,620	$	2,029	$	(210)	(102.0)	$	(10,767)	$	(2,327)	$	10	$	(2,317)


Comprehensive income (loss):
Net income (loss)	—	—		—		(501)		—		—	—		(501)		2		(499)
Other comprehensive income (loss)	—	—		—		—		75		—	—		75		—		75
Total comprehensive income (loss)						(501)		75					(426)		2		(424)


Net activity related to restricted stock units	—	—		(2)		—		—		0.1	10		8		—		8

Balance as of June 30, 2025	137.1	$	1	$	6,618	$	1,528	$	(135)	(101.9)	$	(10,757)	$	(2,745)	$	12	$	(2,733)

Balance as of December 31, 2023	137.1	$	1	$	6,634	$	3,854	$	(96)	(101.6)	$	(10,742)	$	(349)	$	6	$	(343)

Comprehensive income (loss):
Net income (loss)	—	—		—		(100)		—		—	—		(100)		2		(98)
Other comprehensive income (loss)	—	—		—		—		(39)		—	—		(39)		—		(39)
Total comprehensive income (loss)						(100)		(39)					(139)		2		(137)


Net activity related to restricted stock units	—	—		(18)		(3)		—		0.2	19		(2)		—		(2)

Balance as of June 30, 2024	137.1	$	1	$	6,616	$	3,751	$	(135)	(101.4)	$	(10,723)	$	(490)	$	8	$	(482)

See Notes to Condensed Consolidated Financial Statements (Unaudited).

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS



		Page

Note 1	Basis of Presentation	10

Note 2	Leases	13

Note 3	Restructuring and Other Related Charges	15

Note 4	Earnings Per Share	16

Note 5	Other Current Assets	16

Note 6	Intangible Assets	17

Note 7	Vehicle Rental Activities	17

Note 8	Income Taxes	18

Note 9	Accounts Payable and Other Current Liabilities	18

Note 10	Long-term Corporate Debt and Borrowing Arrangements	19

Note 11	Debt Under Vehicle Programs and Borrowing Arrangements	20

Note 12	Commitments and Contingencies	22

Note 13	Stockholders' Equity	24

Note 14	Related Party Transactions	26

Note 15	Stock-Based Compensation	26

Note 16	Financial Instruments	27

Note 17	Segment Information	29

Note 18	Subsequent Event	32

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Avis Budget Group, Inc.

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

(Unless otherwise noted, all dollar amounts are in millions, except per share amounts)

1. Basis of Presentation

Avis Budget Group, Inc. provides mobility solutions to businesses and consumers worldwide. The accompanying unaudited Condensed Consolidated Financial Statements include the accounts and transactions of Avis Budget Group, Inc. and its subsidiaries, as well as entities in which Avis Budget Group, Inc. directly or indirectly has a controlling financial interest (collectively, “we,” “our,” “us,” or the “Company”), and have been prepared pursuant to the rules and regulations of the U.S. Securities and Exchange Commission for interim financial reporting.

We operate the following reportable business segments:

•Americas - consisting primarily of (i) vehicle rental operations in North America, South America, Central America and the Caribbean, (ii) car sharing operations in certain of these markets, and (iii) licensees in the areas in which we do not operate directly.

•International - consisting primarily of (i) vehicle rental operations in Europe, the Middle East, Africa, Asia and Australasia, (ii) car sharing operations in certain of these markets, and (iii) licensees in the areas in which we do not operate directly.

The operating results of acquired businesses are included in the accompanying Condensed Consolidated Financial Statements from the dates of acquisition. We consolidate joint venture activities when we have a controlling interest and record non-controlling interests within stockholders’ equity and the statement of comprehensive income equal to the percentage of ownership interest retained in such entities by the respective non-controlling party.

In presenting the Condensed Consolidated Financial Statements in accordance with accounting principles generally accepted in the United States of America (“GAAP”), management makes estimates and assumptions that affect the amounts reported and related disclosures. Estimates, by their nature, are based on judgment and available information. Accordingly, actual results could differ from those estimates. In management’s opinion, the Condensed Consolidated Financial Statements contain all adjustments necessary for a fair presentation of interim results reported. The results of operations reported for interim periods are not necessarily indicative of the results of operations for the entire year or any subsequent interim period. These financial statements should be read in conjunction with our 2024 Annual Report on Form 10-K (the “2024 Form 10-K”).

Summary of Significant Accounting Policies

Our significant accounting policies are fully described in Note 2 – Summary of Significant Accounting Policies in our 2024 Form 10-K.

Cash and cash equivalents, Program cash and Restricted cash. The following table provides a detail of cash and cash equivalents, program and restricted cash reported within the Condensed Consolidated Balance Sheets to the amounts shown in the Condensed Consolidated Statements of Cash Flows.


	As of June 30,
	2025		2024
Cash and cash equivalents	$	541	$	511
Program cash	57		68
Restricted cash (a)	5		4
Total cash and cash equivalents, program and restricted cash	$	603	$	583

__________

(a)Included within other current assets.

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Vehicle Programs. We present separately the financial data of our vehicle programs. These programs are distinct from our other activities since the assets under vehicle programs are generally funded through the issuance of debt that is collateralized by such assets. The income generated by these assets is used, in part, to repay the principal and interest associated with the debt. Cash inflows and outflows relating to the acquisition of such assets and the principal debt repayment or financing of such assets are classified as activities of our vehicle programs. We believe it is appropriate to segregate the financial data of our vehicle programs because, ultimately, the source of repayment of such debt is the realization of such assets.

Transaction-related costs, net. Transaction-related costs, net are classified separately in the Condensed Consolidated Statements of Comprehensive Income. These costs are comprised of expenses primarily related to acquisition-related activities such as due diligence and other advisory costs, expenses related to the integration of the acquiree’s operations with our own operations, including the implementation of best practices and process improvements, non-cash gains and losses related to re-acquired rights, expenses related to pre-acquisition contingencies and contingent consideration related to acquisitions.

Currency Transactions. We record the gain or loss on foreign currency transactions on certain intercompany loans and the gain or loss on intercompany loan hedges within interest expense related to corporate debt, net.

Variable Interest Entity (“VIE”). We review our investments to determine if they are VIEs. A VIE is an entity in which either (i) the equity investors as a group lack the power through voting or similar rights to direct the activities of such entity that most significantly impact such entity’s economic performance or (ii) the equity investment at risk is insufficient to finance that entity’s activities without additional subordinated financial support. Entities that are determined to be VIEs are consolidated if we are the primary beneficiary of the entity. The primary beneficiary possesses the power to direct the activities of the VIE that most significantly impact its economic performance and has the obligation to absorb losses or the right to receive benefits from the VIE that are significant to it. We will reconsider our original assessment of a VIE upon the occurrence of certain events such as contributions and redemptions, either by us, or third parties, or amendments to an entity’s governing documents. On an ongoing basis, we reconsider whether we are deemed to be a VIE’s primary beneficiary. We account for VIEs where we are not the primary beneficiary under the equity method.

Our former subsidiary, Avis Mobility Ventures LLC (“AMV”), is a VIE. We lack the ability to direct the significant activities of AMV and are not its primary beneficiary. As such, we account for AMV under the equity method. See Note 14 – Related Party Transactions.

Investments. As of June 30, 2025 and December 31, 2024, we had equity method investments with a carrying value of $116 million and $100 million, respectively, which are included in other non-current assets. Earnings from our equity method investments are included within operating expenses. For the three months ended June 30, 2025 and 2024, we recorded income of $3 million related to our equity method investments, in each period. For the six months ended June 30, 2025 and 2024, we recorded income of $5 million and $6 million related to our equity method investments, respectively. See Note 14 – Related Party Transactions for our equity method investment in AMV.

Revenues. Revenues are recognized under Leases (Topic 842), with the exception of royalty fee revenue derived from our licensees and revenue related to our customer loyalty program, which were approximately $50 million and $54 million during the three months ended June 30, 2025 and 2024, respectively, and $95 million and $96 million during the six months ended June 30, 2025 and 2024, respectively.

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The following table presents our revenues disaggregated by geography:


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Americas	$	2,332	$	2,361	$	4,239	$	4,354
Europe, Middle East and Africa	564		544		925		926
Asia and Australasia	143		143		305		319
Total revenues	$	3,039	$	3,048	$	5,469	$	5,599

The following table presents our revenues disaggregated by brand:


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Avis	$	1,718	$	1,747	$	3,090	$	3,207
Budget	1,133		1,117		2,018		2,038
Other (a)	188		184		361		354
Total revenues	$	3,039	$	3,048	$	5,469	$	5,599

__________

(a)Other includes Zipcar and other operating brands.

Reclassification

We reclassified certain items within operating activities on the Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2024 to conform to the current year presentation. These reclassifications had no impact on reported net cash provided by operating activities.

Adoption of New Accounting Pronouncements

Improvements to Reportable Segment Disclosures

On January 1, 2024, as the result of a new accounting pronouncement, we adopted ASU 2023-07, “Improvements to Reportable Segment Disclosures,” which amends Topic 280 primarily through enhanced disclosures about significant segment expenses. The update was effective in our Consolidated Financial Statements for the year ended December 31, 2024, and became effective on an interim basis beginning on January 1, 2025. The adoption of this accounting pronouncement has resulted in incremental disclosures within Note 17 – Segment Information.

Recently Issued Accounting Pronouncements

Improvements to Income Tax Disclosures

On January 1, 2025, as the result of a new accounting pronouncement, we adopted ASU 2023-09, “Improvements to Income Tax Disclosures,” which amends Topic 740 primarily through enhanced income tax disclosures, improving transparency into the factors affecting income tax expense. We expect to include certain additional income tax disclosures in the notes to our Consolidated Financial Statements for the year ended December 31, 2025.

Disaggregation of Income Statement Expenses

In November 2024, the FASB issued ASU 2024-03, “Disaggregation of Income Statement Expenses,” which amends Topic 220 primarily through requiring disclosures in the notes to financial statements about certain costs and expenses. The amendments are effective for annual periods beginning after December 15, 2026 and interim periods beginning after December 15, 2027, with early adoption permitted on a prospective or retrospective basis. ASU 2024-03 becomes effective for us on January 1, 2027. We are currently evaluating the impact of the adoption of this accounting pronouncement.

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2. Leases

Lessor

The following table presents our lease revenues disaggregated by geography:


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Americas	$	2,308	$	2,330	$	4,193	$	4,304
Europe, Middle East and Africa	543		524		885		888
Asia and Australasia	138		140		296		311
Total lease revenues	$	2,989	$	2,994	$	5,374	$	5,503

The following table presents our lease revenues disaggregated by brand:


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Avis	$	1,687	$	1,710	$	3,032	$	3,144
Budget	1,120		1,105		1,994		2,014
Other (a)	182		179		348		345
Total lease revenues	$	2,989	$	2,994	$	5,374	$	5,503

__________

(a)Other includes Zipcar and other operating brands.

Lessee

We have operating and finance leases for rental locations, corporate offices, vehicle rental fleet and equipment. Many of our operating leases for rental locations contain concession agreements with various airport authorities that allow us to conduct our vehicle rental operations on site. In general, concession fees for airport locations are based on a percentage of total commissionable revenue as defined by each airport authority, some of which are subject to minimum annual guaranteed amounts. Concession fees other than minimum annual guaranteed amounts are not included in the measurement of operating lease right of use (“ROU”) assets and operating lease liabilities and are recorded as variable lease expense as incurred. Our operating leases for rental locations often also require us to pay or reimburse operating expenses.

The components of lease expense are as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Property leases
Operating lease expense	$	237	$	233	$	469	$	462
Variable lease expense	89		93		148		162
Total property lease expense (a)	$	326	$	326	$	617	$	624

__________

(a)Primarily included within operating expenses.

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Supplemental balance sheet information related to leases is as follows:


	As of			As of
	June 30,			December 31,
	2025			2024
Property leases
Operating lease ROU assets	$	3,198		$	3,057

Short-term operating lease liabilities (a)	$	621		$	628
Long-term operating lease liabilities	2,630			2,484
Operating lease liabilities	$	3,251		$	3,112

Weighted average remaining lease term	7.9 years			8.0 years
Weighted average discount rate	5.32		%	4.98		%

__________

(a)Included within accounts payable and other current liabilities.

Supplemental cash flow information related to leases is as follows:


	Six Months Ended June 30,
	2025		2024
Cash payments for lease liabilities within operating activities:
Property operating leases	$	474	$	452
Non-cash activities - increase (decrease) in ROU assets in exchange for lease liabilities:
Property operating leases	$	553	$	572

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3. Restructuring and Other Related Charges

In 2024, we initiated a global restructuring plan to further right size our operations (“Global Rightsizing”). The costs associated with this initiative are primarily related to the operational scaling of processes, locations, and lines of business. We expect further restructuring expense of approximately $15 million related to this initiative to be incurred this year.

In 2022, we initiated a restructuring plan to focus on consolidating our global operations by designing new processes and implementing new systems (“Cost Optimization”). This initiative is complete.

The following tables summarize the changes to our restructuring-related liabilities and identify the amounts recorded within our reportable segments for restructuring charges and corresponding payments and utilizations:


	Personnel Related		Facility Related		Other		Total
Balance as of January 1, 2025	$	10	$	—	$	7	$	17

Restructuring expense:
Global Rightsizing (a)	42		4		27		73




Restructuring payment/utilization:
Global Rightsizing (a)	(20)		(1)		(18)		(39)
Cost Optimization	(1)		—		—		(1)



Balance as of June 30, 2025	$	31	$	3	$	16	$	50

__________

(a)Other includes the disposition of vehicles.


	Americas		International		Total
Balance as of January 1, 2025	$	9	$	8	$	17

Restructuring expense:
Global Rightsizing	9		64		73




Restructuring payment/utilization:
Global Rightsizing	(17)		(22)		(39)
Cost Optimization	(1)		—		(1)



Balance as of June 30, 2025	$	—	$	50	$	50

Other Related Charges

Officer Separation Costs

In February 2025, we announced that Joseph A. Ferraro, President and Chief Executive Officer, will transition to a Board Advisor role effective June 30, 2025. In connection with Mr. Ferraro’s departure, we recorded other related charges of approximately $8 million for the three and six months ended June 30, 2025, and expect further expense of approximately $7 million to be incurred this year.

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4. Earnings Per Share

The following table sets forth the computation of basic and diluted earnings (loss) per share (“EPS”) (shares in millions):


		Three Months Ended June 30,				Six Months Ended June 30,
		2025		2024		2025		2024
Net income (loss) attributable to Avis Budget Group, Inc. for basic and diluted EPS		$	4	$	14	$	(501)	$	(100)

Basic weighted average shares outstanding		35.2		35.6		35.2		35.6
Non-vested stock (a)		0.2		0.1		—		—
Diluted weighted average shares outstanding (b)		35.4		35.7		35.2		35.6

Earnings (loss) per share
	Basic	$	0.10	$	0.41	$	(14.24)	$	(2.80)
	Diluted (c)	$	0.10	$	0.41	$	(14.24)	$	(2.80)

__________

(a)For the three months ended June 30, 2025 and 2024, 0.1 million and 0.2 million non-vested stock awards, respectively, have an anti-dilutive effect and therefore are excluded from the computation of diluted weighted average shares outstanding.

(b)For the six months ended June 30, 2025 and 2024, our number of diluted weighted average shares outstanding excludes the effect of non-vested stock as the effect would have been anti-dilutive. This occurs when a net loss is reported and the effect of using dilutive shares would be anti-dilutive. For the six months ended June 30, 2025 and 2024, 0.4 million non-vested stock awards, in each period, have an anti-dilutive effect and therefore have been excluded from the computation of diluted weighted average shares outstanding.

(c)Diluted earnings (loss) per share was computed using the treasury stock method for non-vested stock.

5. Other Current Assets

Other current assets consisted of:


	As of		As of
	June 30,		December 31,
	2025		2024
Sales and use taxes	$	431	$	187
Prepaid expenses (a)	175		162
Prepaid vehicle license and registration (a)	135		77
Other	203		236
Other current assets	$	944	$	662

__________

(a)For the year ended December 31, 2024, we reclassified $77 million of prepaid vehicle license and registration to conform to the current year presentation. This reclassification had no impact to other current assets.

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6. Intangible Assets

Intangible assets consisted of:


	As of June 30, 2025						As of December 31, 2024
	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Amortized Intangible Assets
License agreements	$	310	$	250	$	60	$	306	$	244	$	62
Customer relationships	263		242		21		244		221		23
Other	59		54		5		52		47		5
Total	$	632	$	546	$	86	$	602	$	512	$	90
Unamortized Intangible Assets
Goodwill	$	1,133					$	1,071
Trademarks	$	516					$	511

For the three months ended June 30, 2025 and 2024, amortization expense related to amortizable intangible assets was approximately $5 million and $7 million, respectively. For the six months ended June 30, 2025 and 2024, amortization expense related to amortizable intangible assets was approximately $11 million and $15 million, respectively.

Based on our amortizable intangible assets as of June 30, 2025, we expect amortization expense of approximately $11 million for the remainder of 2025, $22 million for 2026, $17 million for 2027, $10 million for 2028, $8 million for 2029 and $8 million for 2030, excluding effects of currency exchange rates.

7. Vehicle Rental Activities

The components of vehicles, net within assets under vehicle programs are as follows:


	As of		As of
	June 30,		December 31,
	2025		2024
Rental vehicles	$	23,060	$	20,094
Less: Accumulated depreciation	(2,943)		(3,143)
	20,117		16,951
Vehicles held for sale	301		594
Vehicles, net investment in lease (a)	92		74
Vehicles, net	$	20,510	$	17,619

__________

(a)See Note 14 – Related Party Transactions.

The components of vehicle depreciation and lease charges, net are summarized below:


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Depreciation expense	$	657	$	655	$	1,350	$	1,217
Lease charges	33		39		61		74
(Gain) loss on sale of vehicles, net (a)	(54)		39		280		78
Vehicle depreciation and lease charges, net	$	636	$	733	$	1,691	$	1,369

__________

(a)For the six months ended June 30, 2025, includes other fleet charges of $390 million related to the accelerated disposal of certain fleet in our Americas reportable segment. These costs relate to vehicles that were not included in the long-lived asset impairment and other related charges recorded in 2024.

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As of June 30, 2025 and 2024, we had payables related to vehicle purchases included in liabilities under vehicle programs - other of $630 million and $573 million, respectively, and receivables related to vehicle sales included in assets under vehicle programs - receivables from vehicle manufacturers and other of $137 million and $138 million, respectively.

8. Income Taxes

Our effective tax rate for the six months ended June 30, 2025 was a benefit of 24.6%. Such rate differed from the Federal Statutory rate of 21.0% primarily due to foreign taxes on our International operations and state taxes.

Our effective tax rate for the six months ended June 30, 2024 was a benefit of 14.8%. Such rate differed from the Federal Statutory rate of 21.0% primarily due to the effect of certain tax credits, partially offset by foreign taxes on our International operations and state taxes.

The Organisation for Economic Cooperation and Development (“OECD”) published a proposal for the establishment of a global minimum tax rate of 15% (the “Pillar Two rule”), effective as of fiscal 2024. We are closely monitoring developments of the Pillar Two rule as the OECD continues to refine its technical guidance and member states implement tax laws and regulations based on Pillar Two proposals. Based on our preliminary analysis, we do not expect Pillar Two to have a material impact on our financial statements for 2025.

In July 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the United States, making permanent key provisions from the Tax Cuts and Jobs Act, including the full expensing of capital investments, while also modifying the international tax framework and reinstating favorable treatment for certain business tax items. The legislation has staggered effective dates from 2025 through 2027. We are currently evaluating its impact on our consolidated financial statements, including considerations for the quarter ending September 30, 2025, as a result of its enactment.

9. Accounts Payable and Other Current Liabilities

Accounts payable and other current liabilities consisted of:


	As of		As of
	June 30,		December 31,
	2025		2024
Short-term operating lease liabilities	$	621	$	628
Accounts payable	597		450
Accrued sales and use taxes	367		305
Accrued advertising and marketing	291		258
Public liability and property damage insurance liabilities – current	267		245
Deferred lease revenues - current	306		149
Accrued payroll and related	174		126
Accrued interest	153		180
Other	392		359
Accounts payable and other current liabilities	$	3,168	$	2,700

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10. Long-term Corporate Debt and Borrowing Arrangements

Long-term debt and other borrowing arrangements consisted of:


		As of		As of
	Maturity	June 30,		December 31,
	Date	2025		2024
5.750% Senior Notes	July 2027	643		740
4.750% Senior Notes	April 2028	500		500
7.000% euro-denominated Senior Notes	February 2029	707		621
5.375% Senior Notes	March 2029	600		600
8.250% Senior Notes	January 2030	700		700
7.250% euro-denominated Senior Notes	July 2030	708		622
8.000% Senior Notes	February 2031	497		497
8.375% Senior Notes	June 2032	600		—

Floating Rate Term Loan (a)	August 2027	1,147		1,153
Other (b)		36		20
Deferred financing fees		(61)		(60)
Total		6,077		5,393
Less: Short-term debt and current portion of long-term debt		39		20
Long-term debt		$	6,038	$	5,373

__________

(a)The floating rate term loan is part of our senior revolving credit facility, which is secured by pledges of capital stock of certain of our subsidiaries, and liens on substantially all of our intellectual property and certain other real and personal property. As of June 30, 2025, the floating rate term loan due 2027 bears interest at one-month Secured Overnight Financing Rate (“SOFR”) plus 1.75%, for an aggregate rate of 6.19%. We have entered into a swap to hedge $750 million of interest rate exposure related to the floating rate term loan at an aggregate rate of 3.26%. In July 2025, we amended our floating rate term loan, extending its maturity date from August 2027 to July 2032 and increasing the interest rate to SOFR plus 2.50%. See Note 18 – Subsequent Event.

(b)Primarily includes finance leases, which are secured by liens on the related assets.

In February 2025, we borrowed $500 million under a floating rate term loan due December 2025, which was part of our senior revolving credit facilities. In June 2025, we fully repaid our outstanding borrowings under the floating rate term loan due 2025.

In May 2025, we issued $600 million of 8.375% Senior Notes due June 2032. Net proceeds were used to repay our floating rate term loan due 2025 and a portion of our 5.750% Senior Notes due July 2027, with the remaining proceeds being used to repay outstanding fleet debt and for general corporate purposes.

In June 2025, we redeemed $100 million of our outstanding 5.750% Senior Notes due July 2027.

Committed Credit Facilities and Available Funding Arrangements

As of June 30, 2025, the committed corporate credit facilities available to us and/or our subsidiaries were as follows:


	Total Capacity		Outstanding Borrowings		Letters of Credit Issued		Available Capacity
Senior revolving credit facility maturing 2028 (a)	$	2,000	$	—	$	1,597	$	403

__________

(a)The senior revolving credit facility bears interest at one-month SOFR plus 2.00% and is part of our senior credit facilities, which include the floating rate term loan and the senior revolving credit facility, and which are secured by pledges of capital stock of certain of our subsidiaries, and liens on substantially all of our intellectual property and certain other real and personal property.

As of June 30, 2025, we have other uncommitted standby letter of credit facilities (“SBLC facilities”) with an additional letter of credit capacity of up to $463 million. As of June 30, 2025, letters of credit totaling $463 million have been issued on our SBLC facilities, which results in no remaining available capacity.

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Debt Covenants

The agreements governing our indebtedness contain restrictive covenants, including restrictions on dividends paid to us by certain of our subsidiaries, the incurrence of additional indebtedness and/or liens by us and certain of our subsidiaries, acquisitions, mergers, liquidations, and sale and leaseback transactions. Our senior credit facility also contains a maximum leverage ratio requirement. As of June 30, 2025, we were in compliance with the financial covenants governing our indebtedness.

11. Debt Under Vehicle Programs and Borrowing Arrangements

Debt under vehicle programs, including related party debt due to Avis Budget Rental Car Funding (AESOP) LLC (“Avis Budget Rental Car Funding”), consisted of:


	As of		As of
	June 30,		December 31,
	2025		2024
Americas - Debt due to Avis Budget Rental Car Funding (a)	$	15,585	$	14,143
Americas - Debt borrowings (b)	1,334		1,160
International - Debt borrowings	2,905		2,159
International - Finance leases	164		143
Other	—		8
Deferred financing fees (c)	(74)		(77)
Total	$	19,914	$	17,536

__________

(a)Includes approximately $855 million and $751 million of Class R notes as of June 30, 2025 and December 31, 2024, respectively, which are held by us.

(b)Includes our Repurchase Facility.

(c)Deferred financing fees related to Debt due to Avis Budget Rental Car Funding as of June 30, 2025 and December 31, 2024 were $58 million and $60 million, respectively.

The following table provides a summary of debt issued by Avis Budget Rental Car Funding during the six months ended June 30, 2025:


Issuance Date	Maturity Date	Weighted Average Interest Rate		Amount Issued
January 2025	August 2027	7.31	%	$	41
January 2025	April 2028	7.59	%	75
January 2025	June 2028	7.31	%	75
January 2025	December 2028	7.37	%	72
January 2025	February 2029	7.52	%	95
May 2025	August 2028	4.94	%	250
May 2025	August 2030	5.26	%	400
		5.95	%	$	1,008

We have a repurchase agreement (the “Repurchase Facility”), whereby we may sell our Class D notes issued by Avis Budget Rental Car Funding to the Repurchase Facility counterparty and repurchase such notes. Transactions under the Repurchase Facility currently have a one-month tenor and may be extended thereafter at our discretion. In March 2025, we extended the maturity of certain transactions under the Repurchase Facility from March 2025 to June 2025, and we simultaneously amended the interest rate on these transactions. Further, in June 2025, we extended the maturity of certain transactions under the Repurchase Facility to July 2025, and we simultaneously amended the interest rate on these transactions. As of June 30, 2025, $117 million was outstanding under the Repurchase Facility, which bears interest at a rate of 6.33%. As of June 30, 2025, we had $195 million of securities pledged as collateral for the Repurchase Facility, included within investment in Avis Budget Rental Car Funding (AESOP) LLC—related party on our Condensed Consolidated Balance Sheets.

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Debt Maturities

The following table provides the contractual maturities of our debt under vehicle programs, including related party debt due to Avis Budget Rental Car Funding, as of June 30, 2025:


	Debt under Vehicle Programs (a)
Within 1 year (b)	$	3,866
Between 1 and 2 years (c)	8,867
Between 2 and 3 years	2,959
Between 3 and 4 years (d)	2,976
Between 4 and 5 years	1,024
Thereafter	296
Total	$	19,988

__________

(a) Vehicle-backed debt primarily represents asset-backed securities.

(b) Includes $0.7 billion of bank and bank-sponsored facilities. These short-term borrowings have a weighted average interest rate of 4.58% as of June 30, 2025.

(d) Includes $0.1 billion of bank and bank-sponsored facilities.

Committed Credit Facilities and Available Funding Arrangements

The following table presents available funding under our debt arrangements related to our vehicle programs, including related party debt due to Avis Budget Rental Car Funding, as of June 30, 2025:


	Total Capacity (a)		Outstanding Borrowings (b)		Available Capacity
Americas - Debt due to Avis Budget Rental Car Funding	$	16,625	$	15,585	$	1,040
Americas - Debt borrowings	1,614		1,334		280
International - Debt borrowings	3,275		2,905		370
International - Finance leases	164		164		—

Total	$	21,678	$	19,988	$	1,690

__________

(a)Capacity is subject to maintaining sufficient assets to collateralize debt. The total capacity for Americas - Debt due to Avis Budget Rental Car Funding includes increases from our asset-backed variable-funding financing facilities. These facilities were most recently amended and restated in April 2025.

(b)The outstanding debt is collateralized by vehicles and related assets of $16.2 billion for Americas - Debt due to Avis Budget Rental Car Funding; $1.7 billion for Americas - Debt borrowings; $3.4 billion for International - Debt borrowings; and $0.2 billion for International - Finance leases.

Debt Covenants

The agreements under our vehicle-backed funding programs contain restrictive covenants, including restrictions on dividends paid to us by certain of our subsidiaries and restrictions on indebtedness, mergers, liens, liquidations, and sale and leaseback transactions and in some cases also require compliance with certain financial requirements. As of June 30, 2025, we are not aware of any instances of non-compliance with any of the financial or restrictive covenants contained in the debt agreements under our vehicle-backed funding programs.

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12. Commitments and Contingencies

Contingencies

In 2006, we completed the spin-offs of our Realogy and Wyndham subsidiaries (now known as Anywhere Real Estate, Inc., and Wyndham Hotels and Resorts, Inc. and Travel + Leisure Co., respectively). We do not believe that the impact of any resolution of pre-existing contingent liabilities in connection with the spin-offs should result in a material liability to us in relation to our consolidated financial position or liquidity, as Anywhere Real Estate, Inc., Wyndham Hotels and Resorts, Inc. and Travel + Leisure Co. have agreed to assume responsibility for these liabilities.

In March 2023, the California Office of Tax Appeals (“OTA”) issued an opinion in a case involving notices of proposed assessment of California corporation franchise tax for tax year 1999 issued to us. The case involves whether (i) the notices of proposed assessment were barred by the statute of limitations; and (ii) a transaction undertaken by us in tax year 1999 constituted a tax-free reorganization under the Internal Revenue Code (“IRC”). The OTA concluded that the notices of proposed assessment were not barred by the statute of limitations and that the 1999 transaction was not a tax-free reorganization under the IRC. Anywhere Real Estate, Inc. has assumed 62.5%, and Wyndham Hotels and Resorts, Inc. and Travel + Leisure Co. have assumed 37.5% of the potential tax liability in this matter, respectively. We filed a petition for rehearing, which was denied in April 2024, and the tax assessment was paid in May 2025. We expect that judicial relief will be sought.

We are also named in litigation that is primarily related to the businesses of our former subsidiaries, including Realogy and Wyndham. We are entitled to indemnification from such entities for any liability resulting from such litigation.

In September 2014, Dawn Valli et al. v. Avis Budget Group Inc., et al. was filed in U.S. District Court for the District of New Jersey. The plaintiffs seek to represent a purported nationwide class of certain renters of vehicles from our Avis and Budget subsidiaries from September 30, 2008 through the present. The plaintiffs seek damages in connection with claims relating to alleged misrepresentations and omissions concerning charging customers for traffic infractions and related administrative fees. In October 2023, plaintiffs’ motion for class certification was denied as to their proposed nationwide class and granted as to a subclass, created at the Court’s discretion, of Avis Preferred and Budget Fastbreak members. We have been named as a defendant in other purported consumer class action lawsuits, including a class action filed against us in New Jersey seeking damages in connection with a breach of contract claim, which the Company intends to vigorously defend.

In April 2025, a shareholder filed a proposed securities class action, Shane Merriam v. Avis Budget Group, Inc., Joseph A. Ferraro, and Izilda P. Martins, in the United States District Court for the District of New Jersey. The plaintiff alleges under Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 that the Company and its management made misrepresentations or omissions about the Company’s fleet strategy in 2024, causing the stock to decline when the Company announced its fourth quarter results in February 2025. In June 2025, a shareholder filed a substantially similar proposed securities class action in the United States District Court for the District of New Jersey, Barry O’Connor v. Avis Budget Group, Inc., Joseph A. Ferraro, Izilda P. Martins. The shareholders have proposed to consolidate the cases and serve as co-lead plaintiffs, and that application is pending before the Court. The Company intends to defend the claims vigorously. In June 2025, a shareholder filed a derivative suit in the United States District Court for the District of New Jersey, Andrew Jones v. Jagdeep Pahwa, Anu Hariharan, Bernardo Hees, Joseph Ferraro, Lynn Krominga, Glenn Lurie, Izilda Martins, and Karthik Sarma. The suit asserts breach of fiduciary duty and unjust enrichment claims in connection with the Company's fleet strategy in 2024. The Company is named as a nominal defendant. The director and officer defendants intend to vigorously defend the case.

We are currently involved, and in the future may be involved, in claims and/or legal proceedings, including class actions, and governmental inquiries that are incidental to our vehicle rental and car sharing operations, including, among others, contract and licensee disputes, competition matters, employment and wage-and-hour claims, insurance and liability claims, intellectual property claims, business practice disputes and other regulatory, environmental, commercial and tax matters. In addition, we are a defendant in a number of legal proceedings for personal injury arising from the operation of our vehicles.

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Litigation is inherently unpredictable and, although we believe that our accruals are adequate and/or that we have valid defenses in these matters, unfavorable resolutions could occur. We estimate that the potential exposure resulting from adverse outcomes of current legal proceedings in which it is reasonably possible that a loss may be incurred could, in the aggregate, be up to approximately $40 million in excess of amounts accrued as of June 30, 2025. We do not believe that the impact should result in a material liability to us in relation to our consolidated financial condition or results of operations.

Commitments to Purchase Vehicles

We maintain agreements with vehicle manufacturers under which we have agreed to purchase approximately $2.3 billion of vehicles from manufacturers over the next 12 months, a $4.0 billion decrease compared to December 31, 2024, financed primarily through the issuance of vehicle-backed debt and cash received upon the disposition of vehicles. Certain of these commitments are subject to the vehicle manufacturers satisfying their obligations under their respective repurchase and guaranteed depreciation agreements.

Concentrations

Concentrations of credit risk as of June 30, 2025 include risks related to our repurchase and guaranteed depreciation agreements with domestic and foreign car manufacturers and primarily with respect to receivables for program cars that have been disposed of, but for which we have not yet received payment from the manufacturers.

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13. Stockholders' Equity

Share Repurchases

Common stock repurchases under the Stock Repurchase Program do not include shares withheld to satisfy employees’ income tax liabilities attributable to the vesting of restricted stock unit awards.

Total Comprehensive Income (Loss)

Comprehensive income (loss) consists of net income (loss) and other gains and losses affecting stockholders’ equity that, under GAAP, are excluded from net income (loss).

The components of other comprehensive income (loss) were as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Net income (loss)	$	5	$	15	$	(499)	$	(98)
Less: Net income attributable to non-controlling interests	1		1		2		2
Net income (loss) attributable to Avis Budget Group, Inc.	4		14		(501)		(100)

Other comprehensive income (loss), net of tax
Currency translation adjustments, net of tax of $30, $(3), $44 and $(8), respectively (a)	71		7		84		(45)
Net unrealized gain (loss) on cash flow hedges, net of tax of $1, $1, $4 and $(1), respectively	(5)		(3)		(11)		4
Minimum pension liability adjustment, net of tax of $0, in each period	1		1		2		2
	67		5		75		(39)
Total comprehensive income (loss) attributable to Avis Budget Group, Inc.	$	71	$	19	$	(426)	$	(139)

__________

(a)Currency translation adjustments exclude income taxes related to indefinite investments in foreign subsidiaries.

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Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss) were as follows:


	Currency Translation Adjustments		Net Unrealized Gains (Losses) on Cash Flow Hedges (a)		Minimum Pension Liability Adjustment (b)		Accumulated Other Comprehensive Income (Loss)
Balance as of April 1, 2025	$	(112)	$	25	$	(115)	$	(202)
Other comprehensive income (loss) before reclassifications	71		(1)		—		70
Gross (gains) losses reclassified			(6)		2		(4)
Tax on (gains) losses reclassified			2		(1)		1
(Gains) losses reclassified from accumulated other comprehensive income (loss), net of tax	—		(4)		1		(3)
Net current-period other comprehensive income (loss)	71		(5)		1		67
Balance as of June 30, 2025	$	(41)	$	20	$	(114)	$	(135)

Balance as of April 1, 2024	$	(55)	$	44	$	(129)	$	(140)
Other comprehensive income (loss) before reclassifications	7		3		—		10
Gross (gains) losses reclassified			(7)		2		(5)
Tax on (gains) losses reclassified			1		(1)		—
(Gains) losses reclassified from accumulated other comprehensive income (loss), net of tax	—		(6)		1		(5)
Net current-period other comprehensive income (loss)	7		(3)		1		5
Balance as of June 30, 2024	$	(48)	$	41	$	(128)	$	(135)


	Currency Translation Adjustments		Net Unrealized Gains (Losses) on Cash Flow Hedges (a)		Minimum Pension Liability Adjustment (b)		Accumulated Other Comprehensive Income (Loss)
Balance as of January 1, 2025	$	(125)	$	31	$	(116)	$	(210)
Other comprehensive income (loss) before reclassifications	84		(3)		—		81
Gross (gains) losses reclassified			(11)		3		(8)
Tax on (gains) losses reclassified			3		(1)		2
(Gains) losses reclassified from accumulated other comprehensive income (loss), net of tax	—		(8)		2		(6)
Net current-period other comprehensive income (loss)	84		(11)		2		75
Balance as of June 30, 2025	$	(41)	$	20	$	(114)	$	(135)

Balance as of January 1, 2024	$	(3)	$	37	$	(130)	$	(96)
Other comprehensive income (loss) before reclassifications	(45)		15		—		(30)
Gross (gains) losses reclassified			(14)		3		(11)
Tax on (gains) losses reclassified			3		(1)		2
(Gains) losses reclassified from accumulated other comprehensive income (loss), net of tax	—		(11)		2		(9)
Net current-period other comprehensive income (loss)	(45)		4		2		(39)
Balance as of June 30, 2024	$	(48)	$	41	$	(128)	$	(135)

__________

All components of accumulated other comprehensive income (loss) are net of tax, except currency translation adjustments, which exclude income taxes related to indefinite investments in foreign subsidiaries and include $21 million gain, net of tax, as of June 30, 2025 related to our hedge of our investment in euro-denominated foreign operations (see Note 16 – Financial Instruments).

(a)Amounts reclassified to interest expense.

(b)Amounts reclassified to selling, general and administrative expenses.

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14. Related Party Transactions

Avis Mobility Ventures LLC

Avis Mobility Ventures LLC (“AMV”) is our former subsidiary. We ceased to have a controlling interest in AMV in 2022, and as a result we deconsolidated AMV from our financial statements. Our proportional share of AMV’s income or loss is included within other (income) expense, net in our Condensed Consolidated Statements of Comprehensive Income. As of June 30, 2025, we own approximately 35% of AMV. We continue to provide vehicles, related fleet services, and certain administrative services to AMV to support their operations. The following tables provide amounts reported within our financial statements related to our equity method investment in AMV and these services.

The components of other (income) expense, net are summarized below:


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
(Income) expense for services to AMV, net	$	4	$	—	$	8	$	(2)
(Income) loss on equity method investment in AMV, net	1		2		3		5
Other (income) expense, net	$	5	$	2	$	11	$	3

The following table provides amounts reported within our Condensed Consolidated Balance Sheets related to AMV:


	As of		As of
	June 30,		December 31,
	2025		2024
Receivables from AMV (a)	$	7	$	3
Equity method investment in AMV (b)	25		28
Vehicles, net investment in lease with AMV (c)	92		74

__________

(a)Included within other current assets.

(b)Included within other non-current assets.

(c)Included within vehicles, net. See Note 7 – Vehicle Rental Activities.

SRS Mobility Ventures, LLC

SRS Mobility Ventures, LLC is an affiliate of our largest shareholder, SRS Investment Management, LLC. SRS Mobility Ventures, LLC obtained a controlling interest in AMV in 2022. As of June 30, 2025, they own approximately 65% of AMV.

15. Stock-Based Compensation

We recorded stock-based compensation expense of $6 million ($5 million, net of tax) and $6 million ($5 million, net of tax) during the three months ended June 30, 2025 and 2024, respectively. We recorded stock-based compensation expense of $12 million ($9 million, net of tax) and $13 million ($10 million, net of tax) during the six months ended June 30, 2025 and 2024, respectively.

As part of our declaration and payment of a special cash dividend in December 2023, we granted additional restricted stock units (“RSUs”) to our award holders with unvested shares as a dividend equivalent, which has been deferred until, and will not be paid unless, the shares of stock underlying the award vest.

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The activity related to stock units consisted of (in thousands of shares):


	Number of Shares	Weighted Average Grant Date Fair Value		Weighted Average Remaining Contractual Term (years)	Aggregate Intrinsic Value (in millions)
Time-based RSUs
Outstanding as of January 1, 2025	306	$	143.25
Granted (a)	281	62.67
Vested (b)	(71)	155.36
Forfeited	(37)	110.82
Outstanding and expected to vest as of June 30, 2025 (c)	479	$	96.70	1.4	$	81
Performance-based RSUs
Outstanding as of January 1, 2025	315	$	159.62
Granted (a)	428	62.64
Vested (b)	(61)	194.23
Forfeited	(124)	133.44
Outstanding as of June 30, 2025	558	$	87.24	1.9	$	94
Outstanding and expected to vest as of June 30, 2025 (c)	249	$	70.14	1.9	$	42

__________

(a)Reflects the maximum number of stock units assuming achievement of all time- and performance-vesting criteria and does not include those for non-employee directors. The weighted-average fair value of time- and performance-based RSUs granted during the six months ended June 30, 2024 was $113.10.

(b)The total fair value of time- and performance-based RSUs vested during the six months ended June 30, 2025 and 2024 was $23 million and $29 million, respectively.

(c)Aggregate unrecognized compensation expense related to time- and performance-based RSUs amounted to $44 million and will be recognized over a weighted average vesting period of 1.6 years.

16. Financial Instruments

Derivative Instruments and Hedging Activities

Currency Risk. We use currency exchange contracts to manage our exposure to changes in currency exchange rates associated with certain of our non-U.S.-dollar denominated receivables and forecasted royalties, forecasted earnings of non-U.S. subsidiaries and forecasted non-U.S. dollar denominated acquisitions. We primarily hedge a portion of our current-year currency exposure to the Australian, Canadian and New Zealand dollars, the euro and the British pound sterling. The majority of forward contracts do not qualify for hedge accounting treatment. The fluctuations in the value of these forward contracts do, however, largely offset the impact of changes in the value of the underlying risk they economically hedge. We have designated our euro-denominated notes as a hedge of our investment in euro-denominated foreign operations.

The estimated net amount of existing gains or losses we expect to reclassify from accumulated other comprehensive income (loss) to earnings for cash flow and net investment hedges over the next 12 months is not material.

Interest Rate Risk. We use various hedging strategies including interest rate swaps and interest rate caps to create what we deem an appropriate mix of fixed and floating rate assets and liabilities. We use interest rate swaps and interest rate caps to manage the risk related to our floating rate corporate debt and our floating rate vehicle-backed debt. We record the changes in the fair value of our cash flow hedges to other comprehensive income (loss), net of tax, and subsequently reclassify these amounts into earnings in the period during which the hedged transaction affects earnings and is presented in the same income statement line item as the earnings effect of the hedged item. We record the gains or losses related to freestanding derivatives, which are not designated as a hedge for accounting purposes, currently in earnings and are presented in the same line of the income statement expected for the hedged item. We estimate that approximately $17 million of gain currently recorded in accumulated other comprehensive income (loss) will be recognized in earnings over the next 12 months.

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Commodity Risk. We periodically enter into derivative commodity contracts to manage our exposure to changes in the price of fuel. These instruments were designated as freestanding derivatives and the changes in fair value are recorded in earnings and are presented in the same line of the income statement expected for the hedged item.

We held derivative instruments with absolute notional values as follows:


	As of June 30, 2025
Foreign exchange contracts	$	1,746
Interest rate caps (a)	9,828
Interest rate swaps	750

__________

(a)Represents $6.3 billion of interest rate caps sold and approximately $3.5 billion of interest rate caps purchased. These amounts exclude $3.1 billion of interest rate caps purchased by our Avis Budget Rental Car Funding subsidiary as it is not consolidated by us.

Estimated fair values (Level 2) of derivative instruments are as follows:


	As of June 30, 2025				As of December 31, 2024
	Fair Value, Asset Derivatives		Fair Value, Liability Derivatives		Fair Value, Asset Derivatives		Fair Value, Liability Derivatives
Derivatives designated as hedging instruments
Interest rate swaps (a)	$	26	$	—	$	41	$	—
Derivatives not designated as hedging instruments
Foreign exchange contracts (b)	20		6		5		10
Interest rate caps (c)	1		1		3		12

Total	$	47	$	7	$	49	$	22

__________

Amounts in this table exclude derivatives issued by Avis Budget Rental Car Funding, as it is not consolidated by us; however, certain amounts related to the derivatives held by Avis Budget Rental Car Funding are included within accumulated other comprehensive income (loss), as discussed in Note 13 – Stockholders' Equity.

(a)Included within other non-current assets or other non-current liabilities.

(b)Included within other current assets or other current liabilities.

(c)Included within assets under vehicle programs or liabilities under vehicle programs.

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The effects of financial instruments recognized in our Condensed Consolidated Financial Statements are as follows:


	Three Months Ended June 30,				Six Months Ended June 30,
	2025		2024		2025		2024
Financial instruments designated as hedging instruments (a)
Interest rate swaps (b)	$	(5)	$	(3)	$	(11)	$	4
Euro-denominated notes (c)	(87)		8		(128)		23
Financial instruments not designated as hedging instruments (d)
Foreign exchange contracts (e)	29		(6)		26		(19)


Total	$	(63)	$	(1)	$	(113)	$	8

__________

(a)Recognized, net of tax, as a component of accumulated other comprehensive income (loss) within stockholders’ equity.

(b)Classified as a net unrealized gain (loss) on cash flow hedges in accumulated other comprehensive income (loss). Refer to Note 13 – Stockholders' Equity for amounts reclassified from accumulated other comprehensive income (loss) into earnings.

(c)Classified as a net investment hedge within currency translation adjustment in accumulated other comprehensive income (loss).

(d)Gains (losses) related to derivative instruments are expected to be largely offset by (losses) gains on the underlying exposures being hedged.

(e)Primarily included within interest expense.

Debt Instruments

The carrying amounts and estimated fair values (Level 2) of debt instruments are as follows:


	As of June 30, 2025				As of December 31, 2024
	Carrying Amount		Estimated Fair Value		Carrying Amount		Estimated Fair Value
Corporate debt
Short-term debt and current portion of long-term debt	$	39	$	39	$	20	$	20
Long-term debt	6,038		6,168		5,373		5,452

Debt under vehicle programs
Vehicle-backed debt due to Avis Budget Rental Car Funding	$	15,527	$	15,709	$	14,083	$	14,154
Vehicle-backed debt	4,386		4,414		3,441		3,469
Interest rate swaps and interest rate caps (a)	1		1		12		12

__________

(a)Derivatives in a liability position.

17. Segment Information

Our chief executive officer, who also serves as our chief operating decision-maker (“CODM,”) assesses performance and allocates resources based upon the separate financial information of our operating segments. We aggregate certain of our operating segments into our reportable segments. In identifying our reportable segments, we also consider the management structure of the organization, the nature of services provided by our operating segments, the geographical areas and economic characteristics in which the segments operate, and other relevant factors.

Our CODM evaluates the operating results of each of our reportable segments based upon revenues and Adjusted EBITDA, which we define as income (loss) from continuing operations before non-vehicle related depreciation and amortization; long-lived asset impairment and other related charges; other fleet charges; restructuring and other related charges; early extinguishment of debt costs; non-vehicle related interest;

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transaction-related costs, net; legal matters, net, which primarily includes amounts recorded in excess of $5 million, related to unprecedented self-insurance reserves for allocated loss adjustment expense, class action lawsuits and personal injury matters; non-operational charges related to shareholder activist activity, which includes third-party advisory, legal and other professional fees; COVID-19 charges, net; cloud computing costs; other (income) expense, net; severe weather-related damages in excess of $5 million, net of insurance proceeds; and income taxes. In the first quarter of 2025, we revised our definition of Adjusted EBITDA to exclude other fleet charges. We did not revise prior years' Adjusted EBITDA amounts because there were no other charges similar in nature to these.

We believe Adjusted EBITDA is useful as a supplemental measure in evaluating the performance of our operating businesses and in comparing our results from period to period. We also believe that Adjusted EBITDA is useful to investors because it allows them to assess our results of operations and financial condition on the same basis that management uses internally. Adjusted EBITDA is a non-GAAP measure and should not be considered in isolation or as a substitute for net income or other income statement data prepared in accordance with U.S. GAAP.

Provided below is information about our revenues, significant segment expenses, and reportable segment Adjusted EBITDA, together with a reconciliation of reportable segment Adjusted EBITDA to income (loss) before income taxes.


	Three Months Ended June 30,
	2025						2024
	Americas		International		Total		Americas		International		Total
Revenues	$	2,332	$	707	$	3,039	$	2,361	$	687	$	3,048

Significant segment expenses:
Operating (a)	1,169		329				1,187		320
Vehicle depreciation and lease charges, net	484		152				559		174
Selling, general and administrative	264		110				222		108
Vehicle interest, net	195		34				207		37
Reportable segment Adjusted EBITDA	$	220	$	82	$	302	$	186	$	48	$	234

Reconciliation of reportable segment Adjusted EBITDA to income before income taxes:
					2025						2024
Reportable segment Adjusted EBITDA					$	302					$	234
Non-vehicle related depreciation and amortization					60						61
Interest expense related to corporate debt, net:
Interest expense					4						—



Restructuring and other related charges					51						14
Transaction-related costs, net					—						1
Other (income) expense, net					5						2
Other segment expenses (b)					12						12
Corporate and other (c)					155						117
Income before income taxes					$	15					$	27

__________

(a)Excludes other segment expenses.

(b)Cloud computing costs and legal matters, net.

(c)Consists of unallocated corporate expenses not attributable to a particular reportable segment. For the three months ended June 30, 2025 and 2024, includes $106 million and $88 million of interest expense related to corporate debt, respectively.

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	Six Months Ended June 30,
	2025						2024
	Americas		International		Total		Americas		International		Total
Revenues	$	4,239	$	1,230	$	5,469	$	4,354	$	1,245	$	5,599

Significant segment expenses:
Operating (a)	2,233		603				2,239		609
Vehicle depreciation and lease charges, net (b)	1,017		284				1,046		323
Selling, general and administrative	464		197				429		207
Vehicle interest, net	372		67				410		73
Reportable segment Adjusted EBITDA	$	153	$	79	$	232	$	230	$	33	$	263

Reconciliation of reportable segment Adjusted EBITDA to loss before income taxes:
					2025						2024
Reportable segment Adjusted EBITDA					$	232					$	263
Non-vehicle related depreciation and amortization					115						118
Interest expense related to corporate debt, net:
Interest expense					6						2


Other fleet charges					390						—
Restructuring and other related charges					73						17
Transaction-related costs, net					—						2
Other (income) expense, net					11						3
Other segment expenses (c)					13						9
Corporate and other (d)					286						227
Loss before income taxes					$	(662)					$	(115)

__________

(a)Excludes other segment expenses.

(b)For the six months ended June 30, 2025, excludes other fleet charges related to the accelerated disposal of certain fleet within our Americas reportable segment. These costs relate to vehicles that were not included in the long-lived asset impairment and other related charges recorded in 2024.

(c)Cloud computing costs and legal matters, net.

(d)Consists of unallocated corporate expenses not attributable to a particular reportable segment. For the six months ended June 30, 2025 and 2024, includes $201 million and $169 million of interest expense related to corporate debt, respectively.

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Provided below is information about our segment assets.


	Americas		International		Unallocated Assets (a)		Total
Six Months Ended June 30, 2025
Property and equipment additions	$	28	$	14	$	43	$	85
As of June 30, 2025
Assets exclusive of assets under vehicle programs	6,788		3,040		329		10,157
Assets under vehicle programs	17,938		4,276		—		22,214
Net long-lived assets	1,451		803		192		2,446

Year Ended December 31, 2024
Property and equipment additions	$	109	$	40	$	53	$	202
As of December 31, 2024
Assets exclusive of assets under vehicle programs	6,785		2,539		344		9,668
Assets under vehicle programs	16,058		3,315		—		19,373
Net long-lived assets	1,474		733		162		2,369

__________

(a)Includes unallocated corporate assets which are not attributable to a particular reportable segment.

18. Subsequent Event

In July 2025, we amended our floating rate term loan, extending its maturity date from August 2027 to July 2032 and increasing the interest rate to SOFR plus 2.50%.

* * * *

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The following discussion should be read in conjunction with our Condensed Consolidated Financial Statements and accompanying Notes included in this Quarterly Report on Form 10-Q and with our 2024 Form 10-K. Our actual results of operations may differ materially from those discussed in forward-looking statements as a result of various factors, including those discussed in “Forward-Looking Statements.” See “Forward-Looking Statements” and “Risk Factors” for additional information. Unless otherwise noted, all dollar amounts in tables are in millions.


OVERVIEW

Our Company

We operate three of the most globally recognized brands in mobility solutions, Avis, Budget and Zipcar, together with several other brands well recognized in their respective markets. We are a leading vehicle rental operator in North America, Europe, Australasia and certain other regions we serve, with an average rental fleet of approximately 699,000 vehicles in second quarter 2025. We also license the use of our trademarks to licensees in the areas in which we do not operate directly. We and our licensees operate our brands in approximately 180 countries throughout the world.

Our Segments

We categorize our operations into two reportable business segments: Americas, consisting primarily of (i) vehicle rental operations in North America, South America, Central America and the Caribbean, (ii) car sharing operations in certain of these markets, and (iii) licensees in the areas in which we do not operate directly; and International, consisting primarily of (i) vehicle rental operations in Europe, the Middle East, Africa, Asia and Australasia, (ii) car sharing operations in certain of these markets, and (iii) licensees in the areas in which we do not operate directly.

Business and Trends

Our strategy continues to focus on transforming key parts of our business through technology, system enhancements and data, particularly with respect to customer experience, revenue generation and costs. Additionally, during the fourth quarter of our fiscal year ended December 31, 2024, we changed our fleet strategy with respect to United States and Canadian rental car vehicles, to accelerate certain fleet rotations in order to decrease the age of our fleet for competitive reasons. We believe our strategies will continue to strengthen our Company, maximize profitability, and deliver stakeholder value. During the three months ended June 30, 2025, we generated revenues of $3.0 billion, net income of $5 million and Adjusted EBITDA of $277 million. These results were primarily driven by sustained volume and decreased fleet costs, offset by decreased revenue per day.

We continue to be susceptible to a number of industry-specific and global macroeconomic factors that may cause our actual results of operations to differ from our historical results of operations or current expectations. The factors and trends that we currently believe are or will be most impactful to our results of operations and financial condition include the following: interest rates, inflationary impact on items such as commodity prices and wages, cost of new vehicles, used car values, increases in the number of personal injury claims and cost per incident, and an economic downturn that may impact travel demand, all of which may be exacerbated by ongoing military conflicts, including in the Middle East and Eastern Europe. Additionally, uncertainty remains with respect to tariffs and tax regulations, and this uncertainty has had and may continue to have impacts on our operations. We continue to monitor the potential favorable or unfavorable impacts of these and other factors on our business, operations, financial condition, and future results of operations.

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RESULTS OF OPERATIONS

We measure performance principally using the following key metrics: (i) rental days, which represent the total number of days (or portion thereof) a vehicle was rented, (ii) revenue per day, which represents revenues divided by rental days, (iii) vehicle utilization, which represents rental days divided by available rental days, with available rental days being defined as average rental fleet times the number of days in the period, and (iv) per-unit fleet costs, which represent vehicle depreciation, lease charges and gain or loss on vehicle sales, divided by average rental fleet. Our rental days, revenue per day and vehicle utilization metrics are all calculated based on the actual rental of the vehicle during a 24-hour period. We believe that this methodology provides management with the most relevant metrics in order to effectively manage the performance of the business. Our calculation may not be comparable to the calculation of similarly-titled metrics by other companies. We present currency exchange rate effects to provide a method of assessing how our business performed excluding the effects of foreign currency rate fluctuations. Currency exchange rate effects are calculated by translating the current period results at the prior period average exchange rate plus any related gains and losses on currency hedges.

We assess performance and allocate resources based upon the separate financial information of our operating segments. We aggregate certain of our operating segments into our reportable segments. In identifying our reportable segments, we also consider the management structure of the organization, the nature of services provided by our operating segments, the geographical areas and economic characteristics in which the segments operate, and other relevant factors. Management evaluates the operating results of each of our reportable segments based upon revenues and Adjusted EBITDA, which we define as income (loss) from continuing operations before non-vehicle related depreciation and amortization; long-lived asset impairment and other related charges; other fleet charges; restructuring and other related charges; early extinguishment of debt costs; non-vehicle related interest; transaction-related costs, net; legal matters, net, which primarily includes amounts recorded in excess of $5 million, related to unprecedented self-insurance reserves for allocated loss adjustment expense, class action lawsuits and personal injury matters; non-operational charges related to shareholder activist activity, which includes third-party advisory, legal and other professional fees; COVID-19 charges, net; cloud computing costs; other (income) expense, net; severe weather-related damages in excess of $5 million, net of insurance proceeds; and income taxes. In the first quarter of 2025, we revised our definition of Adjusted EBITDA to exclude other fleet charges. We did not revise prior years' Adjusted EBITDA amounts because there were no other charges similar in nature to these.

During the six months ended June 30, 2025:

•Our revenues totaled $5.5 billion, a decrease of $130 million year-over-year, primarily due to decreased revenue per day and volume.

•Our net loss attributable to Avis Budget Group, Inc. was $501 million, representing an additional loss of $401 million year-over-year, primarily due to other fleet charges related to the accelerated disposal of certain fleet in our Americas reportable segment.

•Our Adjusted EBITDA was $184 million, representing a decrease of $42 million year-over-year.

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Three Months Ended June 30, 2025 vs. Three Months Ended June 30, 2024

Our condensed consolidated results of operations comprised of the following:


	Three Months Ended June 30,
	2025		2024		$ Change		% Change
Revenues	$	3,039	$	3,048	$	(9)	—	%

Expenses
Operating	1,526		1,532		(6)		—	%
Vehicle depreciation and lease charges, net	636		733		(97)		(13	%)
Selling, general and administrative	396		348		48		14	%
Vehicle interest, net	229		244		(15)		(6	%)
Non-vehicle related depreciation and amortization	60		58		2		3	%
Interest expense related to corporate debt, net:
Interest expense	110		88		22		25	%
Early extinguishment of debt	3		1		2		n/m
Restructuring and other related charges	59		14		45		n/m
Transaction-related costs, net	—		1		(1)		n/m
Other (income) expense, net	5		2		3		n/m
Total expenses	3,024		3,021		3		—	%

Income before income taxes	15		27		(12)		(44	%)
Provision for income taxes	10		12		(2)		(17	%)
Net income	5		15		(10)		(67	%)
Less: Net income attributable to non-controlling interests	1		1		—		—	%
Net income attributable to Avis Budget Group, Inc.	$	4	$	14	(10)		(71	%)

___________

n/m - Not Meaningful

Revenues decreased $9 million during the three months ended June 30, 2025 compared to the similar period in 2024, primarily due to a 1% decrease in revenue per day, excluding exchange rate effects, partially offset by a $24 million positive impact from currency exchange rate movements. Total expenses during the three months ended June 30, 2025 were consistent with the similar period in 2024. Our effective tax rates were a provision of 66.7% and 44.4% for the three months ended June 30, 2025 and 2024, respectively. As a result of these items, our net income attributable to Avis Budget Group, Inc. decreased by $10 million compared to the similar period in 2024. For the three months ended June 30, 2025 and 2024, we reported diluted earnings per share of $0.10 and $0.41, respectively.

Operating expenses were 50.2% of revenue during the three months ended June 30, 2025 compared to 50.3% during the similar period in 2024. Vehicle depreciation and lease charges decreased to 20.9% of revenue during the three months ended June 30, 2025 compared to 24.0% during the similar period in 2024, primarily due to decreased per-unit fleet costs, excluding exchange rate effects, driven by an increase in the gain on sale of vehicles. Selling, general and administrative costs increased to 13.0% of revenue during the three months ended June 30, 2025 compared to 11.4% during the similar period in 2024, primarily due to increased commissions and marketing costs. Vehicle interest costs decreased to 7.6% of revenue during the three months ended June 30, 2025, compared to 8.0% during the similar period in 2024, primarily due to decreased fleet levels and interest rates.

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Following is a more detailed discussion of the results of each of our reportable segments and corporate and other, together with a reconciliation of net income to Adjusted EBITDA:


	Three Months Ended June 30,
	2025				2024
	Revenues		Adjusted EBITDA		Revenues		Adjusted EBITDA
Americas	$	2,332	$	220	$	2,361	$	186
International	707		82		687		48
Corporate and other (a)	—		(25)		—		(20)
Total Company	$	3,039	$	277	$	3,048	$	214

Reconciliation of net income to Adjusted EBITDA:
			2025				2024
Net income			$	5			$	15
Provision for income taxes			10				12
Income before income taxes			15				27
Non-vehicle related depreciation and amortization			60				58
Interest expense related to corporate debt, net:
Interest expense			110				88
Early extinguishment of debt			3				1
Restructuring and other related charges			59				14
Transaction-related costs, net			—				1
Other (income) expense, net (b)			5				2
Legal matters, net (c)			12				12

Cloud computing costs (d)			13				11

Adjusted EBITDA			$	277			$	214

__________

(a)Includes unallocated corporate expenses which are not attributable to a particular segment.

(b)Primarily consists of gains or losses related to our equity method investment in a former subsidiary, offset by fleet related and certain administrative services provided to the same former subsidiary.

(c)Consists of $1 million reported within selling, general, and administrative expenses for the three months ended June 30, 2025 and $11 million and $12 million reported within operating expenses for the three months ended June 30, 2025 and 2024, respectively.

(d)Reported within operating expenses.

Americas


	Three Months Ended June 30,
	2025		2024		% Change
Revenues	$	2,332	$	2,361	(1	%)
Adjusted EBITDA	220		186		18	%

Revenues decreased during the three months ended June 30, 2025 compared to the similar period in 2024, primarily due to a 2% decrease in revenue per day, excluding exchange rate effects, and a $1 million negative impact from currency exchange rate movements, offset by a 1% increase in volume.

Operating expenses were 50.6% of revenue during the three months ended June 30, 2025 compared to 50.4% during the similar period in 2024. Vehicle depreciation and lease charges decreased to 20.8% of revenue during the three months ended June 30, 2025 compared to 23.7% during the similar period in 2024, primarily due to decreased per-unit fleet costs, excluding exchange rate effects, driven by an increase in the gain on sale of vehicles. Selling, general and administrative costs increased to 11.3% of revenue during the three months ended June 30, 2025 compared to 9.4% during the similar period in 2024, primarily due to increased commissions and marketing costs. Vehicle interest costs decreased to 8.4% of revenue during the three months ended June 30, 2025 compared to 8.8% during the similar period in 2024, primarily due to decreased interest rates.

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Adjusted EBITDA increased during the three months ended June 30, 2025 compared to the similar period in 2024, primarily due to lower per-unit fleet costs and a $1 million positive impact from currency exchange rate movements.

International


	Three Months Ended June 30,
	2025		2024		% Change
Revenues	$	707	$	687	3	%
Adjusted EBITDA	82		48		71	%

Revenues increased during the three months ended June 30, 2025, compared to the similar period in 2024, primarily due to a 3% increase in revenue per day, excluding exchange rate effects, and a $25 million positive impact from currency exchange rate movements, partially offset by a 4% decrease in volume.

Operating expenses decreased to 46.7% of revenue during the three months ended June 30, 2025 compared to 48.0% during the similar period in 2024, primarily due to an increase in revenue per day, excluding exchange rate effects, offset by sustained costs. Vehicle depreciation and lease charges decreased to 21.4% of revenue during the three months ended June 30, 2025 compared to 25.2% during the similar period in 2024, primarily due to decreased per-unit fleet costs, excluding exchange rate effects, driven by decreased fleet levels, partially offset by a decrease in the gain on sale of vehicles. Selling, general and administrative costs decreased to 15.5% of revenue during the three months ended June 30, 2025 compared to 15.8% during the similar period in 2024 primarily due to decreased commissions, partially offset by an increase in marketing costs and other selling, general and administrative costs. Vehicle interest costs decreased to 4.9% of revenue during the three months ended June 30, 2025 compared to 5.5% during the similar period in 2024, primarily due to decreased fleet levels and interest rates.

Adjusted EBITDA increased during the three months ended June 30, 2025 compared to the similar period in 2024, primarily due to lower per-unit fleet costs and a $4 million positive impact from currency exchange rate movements.

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Six Months Ended June 30, 2025 vs. Six Months Ended June 30, 2024

Our condensed consolidated results of operations comprised of the following:


	Six Months Ended June 30,
	2025		2024		$ Change		% Change
Revenues	$	5,469	$	5,599	$	(130)	(2	%)

Expenses
Operating	2,879		2,876		3		—	%
Vehicle depreciation and lease charges, net	1,691		1,369		322		24	%
Selling, general and administrative	704		673		31		5	%
Vehicle interest, net	439		483		(44)		(9	%)
Non-vehicle related depreciation and amortization	116		119		(3)		(3	%)
Interest expense related to corporate debt, net:
Interest expense	207		171		36		21	%
Early extinguishment of debt	3		1		2		n/m

Restructuring and other related charges	81		17		64		n/m
Transaction-related costs, net	—		2		(2)		n/m
Other (income) expense, net	11		3		8		n/m
Total expenses	6,131		5,714		417		7	%

Loss before income taxes	(662)		(115)		(547)		n/m
Benefit from income taxes	(163)		(17)		(146)		n/m
Net loss	(499)		(98)		(401)		n/m
Less: Net income attributable to non-controlling interests	2		2		—		0	%
Net loss attributable to Avis Budget Group, Inc.	$	(501)	$	(100)	$	(401)	n/m

__________

n/m - Not Meaningful

Revenues decreased $130 million or 2% during the six months ended June 30, 2025 compared to the similar period in 2024, primarily due to a 2% decrease in revenue per day, excluding exchange rate effects and a 1% decrease in volume, partially offset by a $1 million positive impact from currency exchange rate movements. Total expenses increased 7% during the six months ended June 30, 2025, compared to the similar period in 2024, primarily due to fleet costs. Our effective tax rates were a benefit of 24.6% and 14.8% for the six months ended June 30, 2025 and 2024, respectively. As a result of these items, our net loss attributable to Avis Budget Group, Inc. resulted in an additional loss of $401 million compared to the similar period in 2024. For the six months ended June 30, 2025 and 2024, we reported diluted loss per share of $14.24 and $2.80, respectively.

Operating expenses increased to 52.6% of revenue during the six months ended June 30, 2025 compared to 51.4% during the similar period in 2024, primarily due to a decrease in revenue per day, excluding exchange rate effects, and sustained costs. Vehicle depreciation and lease charges increased to 30.9% of revenue during the six months ended June 30, 2025 compared to 24.4% during the similar period in 2024, primarily due to other fleet charges related to the accelerated disposal of certain fleet in our Americas reportable segment. Selling, general and administrative costs increased to 12.9% of revenue during the six months ended June 30, 2025, compared to 12.0% during the similar period in 2024, primarily due to increased commissions and marketing costs. Vehicle interest costs decreased to 8.0% of revenue during the six months ended June 30, 2025 compared to 8.6% during the similar period in 2024, primarily due to decreased fleet levels and interest rates.

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Following is a more detailed discussion of the results of each of our reportable segments and corporate and other, together with a reconciliation of net loss to Adjusted EBITDA:


	Six Months Ended June 30,
	2025				2024
	Revenues		Adjusted EBITDA		Revenues		Adjusted EBITDA
Americas	$	4,239	$	153	$	4,354	$	230
International	1,230		79		1,245		33
Corporate and other (a)	—		(48)		—		(37)
Total Company	$	5,469	$	184	$	5,599	$	226

Reconciliation of net loss to Adjusted EBITDA:
			2025				2024
Net loss			$	(499)			$	(98)
Benefit from income taxes			(163)				(17)
Loss before income taxes			(662)				(115)
Non-vehicle related depreciation and amortization			116				119
Interest expense related to corporate debt, net:
Interest expense			207				171
Early extinguishment of debt			3				1

Other fleet charges (b)			390				—
Restructuring and other related charges			81				17
Transaction-related costs, net			—				2
Other (income) expense, net (c)			11				3
Legal matters, net (d)			13				7
Cloud computing costs (e)			25				21
Adjusted EBITDA			$	184			$	226

__________

(a)Includes unallocated corporate expenses which are not attributable to a particular segment.

(b)Costs reported within vehicle depreciation and lease charges, net related to the accelerated disposal of certain fleet in our Americas reportable segment. These costs relate to vehicles that were not included in the long-lived asset impairment and other related charges recorded in 2024.

(c)Primarily consists of gains or losses related to our equity method investment in a former subsidiary, offset by fleet related and certain administrative services provided to the same former subsidiary.

(d)Consists of $2 million reported within selling, general and administrative expenses for the six months ended June 30, 2025 and $11 million and $7 million reported within operating expenses for the six months ended June 30, 2025 and 2024, respectively.

(e)Reported within operating expenses.

Americas


	Six Months Ended June 30,
	2025		2024		% Change
Revenues	$	4,239	$	4,354	(3	%)
Adjusted EBITDA	153		230		(33	%)

Revenues decreased during the six months ended June 30, 2025 compared to the similar period in 2024, primarily due to a 3% decrease in revenue per day and a $5 million negative impact from currency exchange rate movements, partially offset by sustained volume.

Operating expenses increased to 52.9% of revenue during the six months ended June 30, 2025 compared to 51.4% during the similar period in 2024, primarily due to a decrease in revenue per day, excluding exchange rate effects, and sustained costs. Vehicle depreciation and lease charges increased to 33.2% of revenue during the six months ended June 30, 2025 compared to 24.0% during the similar period in 2024, primarily due to other fleet charges related to the accelerated disposal of certain fleet. Selling, general and administrative costs were

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approximately 10.9% of revenue during the six months ended June 30, 2025 compared to 9.8% during the similar period in 2024, primarily due to increased commissions and marketing costs. Vehicle interest costs decreased to 8.8% of revenue during the six months ended June 30, 2025 compared to 9.4% during the similar period in 2024, primarily due to decreased fleet levels and interest rates.

Adjusted EBITDA decreased during the six months ended June 30, 2025 compared to the similar period in 2024, primarily due to decreased revenue per day and other fleet charges related to the accelerated disposal of certain fleet, partially offset by approximately $1 million positive impact from currency exchange rate movements.

International


	Six Months Ended June 30,
	2025		2024		% Change
Revenues	$	1,230	$	1,245	(1	%)
Adjusted EBITDA	79		33		139	%

Revenues decreased during the six months ended June 30, 2025 compared to the similar period in 2024, primarily due to a 4% decrease in volume, partially offset by a $6 million positive impact from currency exchange rate movements and a 2% increase in revenue per day, excluding exchange rate effects.

Operating expenses decreased to 49.2% of revenue during the six months ended June 30, 2025 compared to 49.8% during the similar period in 2024, primarily due to a decrease in volume, partially offset by an increase in revenue per day, excluding exchange rate effects. Vehicle depreciation and lease charges decreased to 23.0% of revenue during the six months ended June 30, 2025 compared to 25.9% during the similar period in 2024, primarily due to decreased per-unit fleet costs, excluding exchange rate effects, driven by decreased fleet levels. Selling, general and administrative costs decreased to 16.0% of revenue during the six months ended June 30, 2025 compared to 16.7% during the similar period in 2024, primarily due to a decrease in marketing costs and commissions. Vehicle interest costs decreased to 5.5% of revenue during the six months ended June 30, 2025 compared to 5.9% during the similar period in 2024, primarily due to decreased fleet levels and interest rates.

Adjusted EBITDA increased during the six months ended June 30, 2025 compared to the similar period in 2024, primarily due to lower per-unit fleet costs and approximately $4 million positive impact from currency exchange rate movements.

FINANCIAL CONDITION, LIQUIDITY AND CAPITAL RESOURCES

We present separately the financial data of our vehicle programs. These programs are distinct from our other activities as the assets under vehicle programs are generally funded through the issuance of debt that is collateralized by such assets. The income generated by these assets is used, in part, to repay the principal and interest associated with the debt. Cash inflows and outflows relating to the generation or acquisition of such assets and the principal debt repayment or financing of such assets are classified as activities of our vehicle programs. We believe it is appropriate to segregate the financial data of our vehicle programs because, ultimately, the source of repayment of such debt is the realization of such assets.

FINANCIAL CONDITION


	June 30, 2025		December 31, 2024		$ Change
Total assets exclusive of assets under vehicle programs	$	10,157	$	9,668	$	489
Total liabilities exclusive of liabilities under vehicle programs	12,393		11,047		1,346
Assets under vehicle programs	22,214		19,373		2,841
Liabilities under vehicle programs	22,711		20,311		2,400
Total stockholders’ equity	(2,733)		(2,317)		(416)

The increase in total liabilities exclusive of liabilities under vehicle programs is primarily due to the increase in corporate indebtedness from the issuance of Senior Notes due June 2032. See “Liquidity and Capital Resources,” and Note 10 – Long-term Corporate Debt and Borrowing Arrangements to our Condensed Consolidated Financial Statements. The increases in both assets under vehicle programs and liabilities under vehicle programs is

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primarily due to the increase in the cost of our rental fleet. The decrease in total stockholders’ equity is primarily due to our net loss.

LIQUIDITY AND CAPITAL RESOURCES

Overview

Our principal sources of liquidity are cash on hand and our ability to generate cash through operations and financing activities, as well as available funding arrangements and committed credit facilities, each of which is discussed below.

In February 2025, we borrowed $500 million under a floating rate term loan due December 2025, which is part of our senior revolving credit facilities. The proceeds were primarily used to pay down fleet indebtedness. In June 2025, we fully repaid our outstanding borrowings under the floating rate term loan due 2025.

In April 2025, our Avis Budget Rental Car Funding (AESOP) LLC subsidiary amended and extended its asset-backed variable-funding financing facilities to increase its capacity. The proceeds from these borrowings were used to repay maturing vehicle-backed debt and the acquisition of rental cars in the United States.

In June 2025, we redeemed $100 million of our outstanding 5.750% Senior Notes due July 2027.

In July 2025, we amended our floating rate term loan, extending its maturity date from August 2027 to July 2032 and increasing the interest rate to SOFR plus 2.50%.

During 2025, our Avis Budget Rental Car Funding (AESOP) LLC subsidiary issued approximately $1,008 million of asset-backed notes with expected final payment dates ranging from August 2027 to August 2030 and a weighted average interest rate of 5.95%. The proceeds from these borrowings were used to fund the repayment of maturing vehicle-backed debt and the acquisition of rental cars in the United States.

Our Board of Directors has authorized the repurchase of up to approximately $8.1 billion of our common stock under a plan originally approved in 2013 and subsequently expanded most recently in February 2023 (the “Stock Repurchase Program”). Our stock repurchases may occur through open market purchases, privately negotiated transactions or trading plans pursuant to Rule 10b5-1 of the Securities Exchange Act of 1934, as amended. The amount and timing of specific repurchases are subject to market conditions, applicable legal requirements, restricted payment capacity under our debt instruments and other factors. The Stock Repurchase Program may be suspended, modified or discontinued at any time without prior notice. The Stock Repurchase Program has no set expiration or termination date. During the six months ended June 30, 2025, we did not repurchase shares of common stock under the Stock Repurchase Program. As of June 30, 2025, approximately $757 million of authorization remained available to repurchase common stock under the Stock Repurchase Program.

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CASH FLOWS

The following table summarizes our cash flows:


	Six Months Ended June 30,
	2025		2024		$ Change
Cash provided by (used in):
Operating activities	$	1,456	$	1,473	$	(17)
Investing activities	(3,956)		(2,555)		(1,401)
Financing activities	2,471		1,036		1,435
Effect of changes in exchange rates on cash and cash equivalents, program and restricted cash	35		(15)		50
Net change in cash and cash equivalents, program and restricted cash	6		(61)		67
Cash and cash equivalents, program and restricted cash, beginning of period	597		644		(47)
Cash and cash equivalents, program and restricted cash, end of period	$	603	$	583	$	20

Cash provided by operating activities during the six months ended June 30, 2025 is consistent with the similar period in 2024.

Cash used in investing activities during the six months ended June 30, 2025 increased when compared with the similar period in 2024, primarily due to the increase in our investment in vehicles.

Cash provided by financing activities during the six months ended June 30, 2025 increased when compared with the similar period in 2024, primarily due to the increase in our borrowings under vehicle programs.

DEBT AND FINANCING ARRANGEMENTS

As of June 30, 2025, we had approximately $26.0 billion of indebtedness, including corporate indebtedness of approximately $6.1 billion and debt under vehicle programs of approximately $19.9 billion. For information regarding our debt and borrowing arrangements, see Note 1 – Basis of Presentation, Note 10 – Long-term Corporate Debt and Borrowing Arrangements and Note 11 – Debt Under Vehicle Programs and Borrowing Arrangements to our Condensed Consolidated Financial Statements.

LIQUIDITY RISK

Our primary liquidity needs include the procurement of rental vehicles to be used in our operations, servicing of corporate and vehicle-related debt and the payment of operating expenses. The present intention of management is to reinvest the undistributed earnings of our foreign subsidiaries indefinitely into our foreign operations. Our primary sources of funding are operating revenue, cash received upon the sale of vehicles, borrowings under our vehicle-backed borrowing arrangements and our senior revolving credit facility, and other financing activities.

Our liquidity has in the past been, and could in the future be, negatively affected by any financial market disruptions, a worsening of the United States and worldwide economies or by increases in interest rates, which may result in unfavorable conditions in the mobility industry, in the asset-backed financing market and in the credit markets generally. We believe these factors have affected and could further affect the debt ratings assigned to us by credit rating agencies and the cost of our borrowings. Additionally, a worsening or prolonged downturn in the worldwide economy or a disruption in the credit markets could further impact our liquidity due to (i) decreased demand and pricing for vehicles in the used vehicle market, (ii) increased costs associated with, and/or reduced capacity or increased collateral needs, including due to a decrease in the fair value of our fleet, under, our financings, (iii) the adverse impact of vehicle manufacturers being unable or unwilling to honor their obligations to repurchase or guarantee the depreciation on the related program vehicles and (iv) disruption in our ability to obtain financing due to negative credit events specific to us or affecting the overall debt market.

As of June 30, 2025, we had $541 million of available cash and cash equivalents and access to $403 million of available borrowing capacity under our revolving credit facility, providing us with access to approximately $944 million of total liquidity.

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Our liquidity position could also be negatively impacted if we are unable to remain in compliance with the consolidated first lien leverage ratio requirement and other covenants associated with our senior credit facilities and other borrowings. As of June 30, 2025, we were in compliance with the financial covenants governing our indebtedness. For additional information regarding our liquidity risks, see Part I, Item 1A, “Risk Factors” of our 2024 Form 10-K.

CONTRACTUAL OBLIGATIONS

Our future contractual obligations have not changed significantly from the amounts reported within our 2024 Form 10-K with the exception of our commitment to purchase vehicles, which decreased by approximately $4.0 billion from December 31, 2024, to approximately $2.3 billion as of June 30, 2025 due to existing fleet levels. Changes to our obligations related to corporate indebtedness and debt under vehicle programs are presented above within the section titled “Liquidity and Capital Resources—Debt and Financing Arrangements” and also within Note 10 – Long-term Corporate Debt and Borrowing Arrangements and Note 11 – Debt Under Vehicle Programs and Borrowing Arrangements to our Condensed Consolidated Financial Statements.

CRITICAL ACCOUNTING ESTIMATES

Accounting Policies

The results of the majority of our recurring operations are recorded in our financial statements using accounting policies that are not particularly subjective, nor complex. However, in presenting our financial statements in conformity with generally accepted accounting principles (GAAP), we are required to make estimates and assumptions that affect the amounts reported therein. Several of the estimates and assumptions we are required to make relate to matters that are inherently uncertain as they relate to future events and/or events that are outside of our control. If there is a significant unfavorable change to current conditions, it could result in a material adverse impact to our consolidated results of operations, financial position and liquidity. We believe that the estimates and assumptions we used when preparing our financial statements were the most appropriate at that time. Presented within the section titled “Critical Accounting Estimates” of our 2024 Form 10-K are the accounting policies (related to goodwill and other indefinite-lived intangible assets, vehicles, income taxes and public liability, property damage and other insurance liabilities) that we believe require subjective and complex judgments that could potentially affect reported results. There have been no significant changes to those accounting policies or our assessment of which accounting policies we would consider to be critical accounting policies.

New Accounting Standards

For detailed information regarding new accounting standards and their impact on our business, see Note 1 – Basis of Presentation to our Condensed Consolidated Financial Statements.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are exposed to a variety of market risks, including changes in currency exchange rates, interest rates and fuel prices. We assess our market risks based on changes in interest and currency exchange rates utilizing a sensitivity analysis that measures the potential impact on earnings, fair values and cash flows based on a hypothetical 10% change (increase and decrease) in interest and foreign currency exchange rates. We used June 30, 2025 market rates to perform a sensitivity analysis separately for each of these market risk exposures. We have determined, through such analyses, that the impact of a 10% change in interest or currency exchange rates on our results of operations, balance sheet and cash flows would not be material. Additionally, we have commodity price exposure related to fluctuations in the price of unleaded fuel. We anticipate that such commodity risk will remain a market risk exposure for the foreseeable future. We determined that a 10% change in the price of unleaded fuel would not have a material impact on our earnings for the period ended June 30, 2025. For additional information regarding our long-term borrowings and financial instruments, see Note 10 – Long-term Corporate Debt and Borrowing Arrangements, Note 11 – Debt Under Vehicle Programs and Borrowing Arrangements and Note 16 – Financial Instruments to our Condensed Consolidated Financial Statements.

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Item 4. Controls and Procedures

(a)Disclosure Controls and Procedures. Under the supervision and with the participation of our Chief Executive Officer and Chief Financial Officer, our management conducted an evaluation of the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)). Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of June 30, 2025.

(b)Changes in Internal Control Over Financial Reporting. During the second quarter of 2025, there was no change in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

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PART II – OTHER INFORMATION

Item 1. Legal Proceedings

For information regarding our legal proceedings, see Note 12 – Commitments and Contingencies to our Condensed Consolidated Financial Statements and refer to our 2024 Form 10-K.

SEC regulations require us to disclose certain information about proceedings arising under federal, state or local environmental provisions if we reasonably believe that such proceedings may result in monetary sanctions above a stated threshold. In accordance with these regulations, we use a threshold of $1 million for purposes of determining whether disclosure of any such proceedings is required pursuant to this item.

Item 1A. Risk Factors

During the quarter ended June 30, 2025, we had no material developments to report with respect to our risk factors. For additional information regarding our risk factors, please refer to our 2024 Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Our Board of Directors has authorized the repurchase of up to approximately $8.1 billion of our common stock under a plan originally approved in 2013 and subsequently expanded, most recently in February 2023 (the “Stock Repurchase Program”). Under our Stock Repurchase Program, we may repurchase shares from time to time in open market transactions, and may also repurchase shares in accelerated share repurchases, tender offers, privately negotiated transactions or by other means. Repurchases may also be made under a plan pursuant to Rule 10b5-1 under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The timing and amount of repurchase transactions is determined by management based on our evaluation of market conditions, our share price, legal requirements, restricted payment capacity under our debt instruments and other factors. The Stock Repurchase Program may be suspended, modified or discontinued without prior notice. During the second quarter of 2025, no common stock repurchases were made under the Stock Repurchase Program. As of June 30, 2025, approximately $757 million of authorization remained available to repurchase common stock under the Stock Repurchase Program.

Item 5. Other Information

During the quarter ended June 30, 2025, no director or Section 16 officer of the Company adopted or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408(a) of Regulation S-K.

Item 6. Exhibits

See Exhibit Index commencing on page 47 hereof.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

AVIS BUDGET GROUP, INC.

Date:

July 30, 2025

/s/ CATHLEEN DEGENOVA

Cathleen DeGenova

Senior Vice President and

Chief Accounting Officer

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Exhibit Index


Exhibit No.						Description
3.1						Amended and Restated Certificate of Incorporation of Avis Budget Group, Inc. (Incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K, dated September 5, 2006).
3.2						Amended and Restated Bylaws of Avis Budget Group, Inc., dated August 10, 2020 (Incorporated by reference to Exhibit 3.2 to the Company’s Current Report on Form 8-K, dated August 13, 2020).
4.1						Indenture, dated as of May 19, 2025, by and among Avis Budget Car Rental, LLC and Avis Budget Finance, Inc., together as issuers, the guarantors party thereto and U.S. Bank Trust Company, National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K , dated May 19, 2025).
10.1						Second Amended and Restated Series 2023-1 Supplement, dated as of April 9, 2025, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2023-1 Agent.
10.2						Second Amended and Restated Series 2023-7 Supplement, dated as of April 9, 2025, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2023-7 Agent.
10.3						Supplemental Indenture No. 5, dated as of April 22, 2025, among Avis Budget Rental Car Funding (AESOP) LLC, as Issuer, and The Bank of New York Trust Company, N.A. (as successor in interest to The Bank of New York), as Trustee, to the Second Amended and Restated Base Indenture, dated as of June 3, 2004.
10.4						Sixth Amendment, dated as of April 22, 2025, among AESOP Leasing L.P., as Lessor, Avis Budget Car Rental, LLC, as Lessee, as Administrator and as Finance Lease Guarantor, Avis Rent A Car System, LLC, as Lessee, and Budget Rent A Car System, Inc., as Lessee, to the Amended and Restated Master Motor Vehicle Finance Lease Agreement, dated as of June 3, 2004.
10.5						Second Amendment, dated as of April 30, 2025, to Sixth Amended and Restated Series 2010-6 Supplement, dated as of March 4, 2024, by and among Avis Budget Rental Car Funding (AESOP) LLC, as Issuer, Avis Budget Car Rental, LLC, as Administrator, JPMorgan Chase Bank, N.A., as Administrative Agent, the Non-Conduit Purchasers, the CP Conduit Purchasers, the Committed Note Purchasers, the APA Banks and the Funding Agents named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee and as Series 2010-6 Agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, dated May 6, 2025).
10.6						Second Amendment, dated as of April 30, 2025, to Fourth Amended and Restated Series 2015-3 Supplement, dated as of March 4, 2024, by and among Avis Budget Rental Car Funding (AESOP) LLC, as Issuer, Avis Budget Car Rental, LLC, as Administrator, JPMorgan Chase Bank, N.A., as Administrative Agent, the Non-Conduit Purchasers, the CP Conduit Purchasers, the Committed Note Purchasers, the APA Banks and the Funding Agents named therein and The Bank of New York Mellon Trust Company, N.A., as Trustee and as Series 2015-3 Agent (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, dated May 6, 2025).
10.7						First Amendment, dated May 6, 2025, to the Fourth Cooperation Agreement, dated as of December 23, 2022, by and among Avis Budget Group, Inc., SRS Investment Management, LLC and certain of its affiliates (incorporated by reference to Exhibit 10.3 to the Company’s Current Report on Form 8-K, dated May 6, 2025).
10.8						Series 2025-1 Supplement, dated as of May 28, 2025, between Avis Budget Group, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2025-1 Agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, dated June 2, 2025).
10.9						Series 2025-2 Supplement, dated as of May 28, 2025, between Avis Budget Group, Inc. and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2025-2 Agent (incorporated by reference to Exhibit 10.2 to the Company’s Current Report on Form 8-K, dated June 2, 2025).
10.10						Offer Letter dated June 7, 2025 between Daniel Cunha and Avis Budget Group, Inc. (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, dated June 9, 2025).†
10.11						Second Amended and Restated Series 2023-4 Supplement, dated as of June 10, 2025, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2023-4 Agent.
10.12						Second Amended and Restated Series 2023-6 Supplement, dated as of June 10, 2025, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2023-6 Agent.
10.13						Second Amended and Restated Series 2023-8 Supplement, dated as of June 10, 2025, between Avis Budget Rental Car Funding (AESOP) LLC and The Bank of New York Mellon Trust Company, N.A., as trustee and as Series 2023-8 Agent.
31.1						Certification of Chief Executive Officer pursuant to Rules 13(a)-14(a) and 15(d)-14(a) promulgated under the Securities Exchange Act of 1934, as amended.
31.2						Certification of Chief Financial Officer pursuant to Rules 13(a)-14(a) and 15(d)-14(a) promulgated under the Securities Exchange Act of 1934, as amended.
32						Certifications Pursuant to 18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

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101.INS						XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCH						XBRL Taxonomy Extension Schema.
101.CAL						XBRL Taxonomy Extension Calculation Linkbase.
101.DEF						XBRL Taxonomy Extension Definition Linkbase.
101.LAB						XBRL Taxonomy Extension Label Linkbase.
101.PRE						XBRL Taxonomy Extension Presentation Linkbase.
104						Cover Page Interactive Data File - (formatted as Inline XBRL and contained in Exhibit 101)

____________________

†

Denotes management contract or compensatory plan.

AVIS BUDGET GROUP, INC. 10-Q