0001181431-15-004132.txt : 20150305 0001181431-15-004132.hdr.sgml : 20150305 20150305170947 ACCESSION NUMBER: 0001181431-15-004132 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20150301 FILED AS OF DATE: 20150305 DATE AS OF CHANGE: 20150305 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: TENNECO INC CENTRAL INDEX KEY: 0001024725 STANDARD INDUSTRIAL CLASSIFICATION: MOTOR VEHICLE PARTS & ACCESSORIES [3714] IRS NUMBER: 760515284 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 500 NORTH FIELD DRIVE CITY: LAKE FOREST STATE: IL ZIP: 60045 BUSINESS PHONE: 847-482-5000 MAIL ADDRESS: STREET 1: 500 N FIELD DR STREET 2: ROOM T 2560B CITY: LAKE FOREST STATE: IL ZIP: 60045 FORMER COMPANY: FORMER CONFORMED NAME: TENNECO AUTOMOTIVE INC DATE OF NAME CHANGE: 19991112 FORMER COMPANY: FORMER CONFORMED NAME: NEW TENNECO INC DATE OF NAME CHANGE: 19961011 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kunz John E CENTRAL INDEX KEY: 0001525580 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-12387 FILM NUMBER: 15678179 MAIL ADDRESS: STREET 1: 1000 SAGAMORE PARKWAY SOUTH STREET 2: PO BOX 6129 CITY: LAFAYETTE STATE: IN ZIP: 47905 3 1 rrd423163.xml X0206 3 2015-03-01 0 0001024725 TENNECO INC TEN 0001525580 Kunz John E 500 NORTH FIELD DRIVE LAKE FOREST IL 60045 0 1 0 0 Vice President & Controller Common Stock 26237 D Common Stock 1029 D Common Stock 1294 D Common Stock 3525 D Common Stock 120 I By Daughter Common Stock 215 I By Son Common Stock 155 I By Son Common Stock 3083 I By 401(K) Employee Stock Options (Right to Acquire) 1.99 2016-01-21 Common Stock 12480 D Employee Stock Options (Right to Acquire) 19.48 2017-01-14 Common Stock 8322 D Employee Stock Options (Right to Acquire) 45.42 2018-01-18 Common Stock 4243 D Employee Stock Options (Right to Acquire) 29.83 2019-01-17 Common Stock 5785 D Employee Stock Options (Right to Acquire) 36.29 2020-01-15 Common Stock 5322 D Employee Stock Options (Right to Acquire) 56.23 2021-01-14 Common Stock 3321 D Reflects restricted stock granted to the Reporting Person pursuant to Rule 16b-3, one third of which vest on each of the first three anniversaries of the grant date. The restricted stock reflected above becomes vested on January 16, 2016. Reflects restricted stock granted to the Reporting Person pursuant to Rule 16b-3, one third of which vest on each of the first three anniversaries of the grant date. The restricted stock reflected above becomes vested in equal installments on January 15, 2016 and January 15, 2017. Reflects restricted stock granted to the Reporting Person pursuant to Rule 16b-3, one third of which vest on each of the first three anniversaries of the grant date. The restricted stock reflected above becomes vested in equal installments on February 4, 2016, February 4, 2017 and February 4, 2018. Reflects stock allocated to, and indirectly held by, the Reporting Person under the Issuer's 401(K) Plan. Reflects stock options granted to the Reporting Person pursuant to Rule 16b-3, one third of which vested on each of the first three anniversaries of the grant date. All of the stock options have become vested. Reflects stock options granted to the Reporting Person pursuant to Rule 16b-3, one third of which vest on each of the first three anniversaries of the grant date. The first installment vested on January 16, 2014, the second installment vested on January 16, 2015 and the third installment becomes vested on January 16, 2016. Reflects stock options granted to the Reporting Person pursuant to Rule 16b-3, one third of which vest on each of the first three anniversaries of the grant date. The first installment vested on January 15, 2015, the second installment becomes vested on January 15, 2016 and the third installment becomes vested on January 15, 2017. /s/ James D. Harrington, Attorney-in-fact for John E. Kunz 2015-03-05 EX-99. 2 rrd381152_431703.htm POWER OF ATTORNEY rrd381152_431703.html 
POWER OF ATTORNEY
AND
CONFIRMING STATEMENT

      KNOW ALL PERSONS BY THESE PRESENTS, that I hereby designate, appoint, and constitute, and hereby confirm the designation, appointment and constitution of, each of Anne E. Frueh, James D. Harrington, Bindoo K. Rizzo and Brandon B. Smith as my true and lawful attorney-in-fact and agent, with full power of substitution, for me and in my name, place and stead, in any and all capacities, to execute and file on my behalf all Forms 3, 4 and 5 (including any amendments thereto) that I may be required to file with the U.S. Securities and Exchange Commission and any stock exchange as a result of my direct or indirect ownership of, or transactions in, securities of Tenneco Inc. or its subsidiary companies.  I hereby further grant unto each said attorney-in-fact and agent all full power and authority to do and perform each and every act and thing requisite and necessary to be done in and about the premises, fully to all intents and purposes as I might or could do in person, hereby ratifying and confirming all that each said attorney-in-fact and agent or my substitute or substitutes may lawfully do or cause to be done by virtue of the power and authority granted hereunder to each attorney-in-fact.  The authority of Anne E. Frueh, James D. Harrington, Bindoo K. Rizzo and Brandon B. Smith under this Power of Attorney and Confirming Statement shall continue until I am no longer required to file Forms 3, 4 and 5 with regard to my direct or indirect ownership of or transactions in securities of Tenneco Inc. or its subsidiary companies.

	I hereby acknowledge that Anne E. Frueh, James D. Harrington, Bindoo K. Rizzo and Brandon B. Smith are not assuming any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934, as amended.


Date:  February 27, 2015

Signed: 	/s/ John E. Kunz



CHDB03 9252078.1 30-Mar-10 15:00

CHDB03 9252078.1 30-Mar-10 15:00