Scott Usitalo - 01 Feb 2022 Form 4 Insider Report for TENNECO INC

Role: Executive Vice President
Signature: /s/ Thomas J. Sabatino, Jr., Attorney-in-fact for Scott Usitalo
Issuer symbol: N/A
Transactions as of: 01 Feb 2022
Net transactions value: -$75,860
Form type: 4
Filing time: 03 Feb 2022, 18:30:14 UTC
Previous filing: 02 Nov 2021
Next filing: 07 Feb 2022
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	TEN	Class A Common Stock	Award	$0	+9,202	+34%	$0.000000	36,258	01 Feb 2022	Direct	F1
transaction	TEN	Class A Common Stock	Tax liability	$32,985	-3,103	-8.6%	$10.63	33,155	01 Feb 2022	Direct	F2
transaction	TEN	Class A Common Stock	Options Exercise	$0	+14,467	+44%	$0.000000	47,622	02 Feb 2022	Direct	F3
transaction	TEN	Class A Common Stock	Tax liability	$42,875	-4,095	-8.6%	$10.47	43,527	02 Feb 2022	Direct	F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	TEN	Restricted Stock Units	Award	$0	+47,619		$0.000000	47,619	01 Feb 2022	Class A Common Stock	47,619		Direct	F5, F6
transaction	TEN	Restricted Stock Units	Options Exercise	$0	-14,467	-33%	$0.000000	28,934	02 Feb 2022	Class A Common Stock	14,467		Direct	F6, F7

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Reflects stock acquired upon the vesting of performance share units granted to the Reporting Person pursuant to Rule 16b-3.
F2	Reflects disposition of shares to the Issuer in the form of share withholding to satisfy tax obligations in connection with the vesting of performance share units.
F3	Reflects stock acquired upon the vesting of restricted stock units granted to the Reporting Person pursuant to Rule 16b-3.
F4	Reflects disposition of shares to the Issuer in the form of share withholding to satisfy tax obligations in connection with the vesting of restricted stock units.
F5	Reflects restricted stock units granted to the Reporting Person pursuant to Section 16b-3, one third of which vest on each of the first three anniversaries of the grant date. Each restricted stock unit represents the contingent right to receive one share of Class A Common Stock.
F6	After giving effect to the transactions reported in this Report, the Reporting Person holds an aggregate 90,928 restricted stock units and 34,921 cash-settled restricted stock units.
F7	Reflects vesting of restricted stock units 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. Each restricted stock unit converts into one share of Class A Common Stock.