Statement of Changes in Beneficial Ownership (4)
December 09 2020 - 5:13PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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3235-0287
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Kesseler Brian J |
2. Issuer Name and Ticker or Trading Symbol
TENNECO INC
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TEN
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer |
(Last)
(First)
(Middle)
500 NORTH FIELD DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
12/7/2020 |
(Street)
LAKE FOREST, IL 60045
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Class A Common Stock | | | | | | | | 48633 | D | |
Class A Common Stock | | | | | | | | 103710 | I | Brian J and Michele M Kesseler Revocable Trust |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Cash-Settled Restricted Stock Units | (1) | 12/7/2020 | | A | | 278552 | | (1) | (1) | Class A Common Stock | 278552 | $0.00 | 278552 (2) | D | |
Explanation of Responses: |
(1) | Reflects cash-settled restricted stock units granted to the Reporting Person pursuant to Section 16b-3, one half of which vest on each of the second and third anniversaries of the grant date. Each restricted stock unit represents the contingent right to receive the fair market value of one share of Class A Common Stock on the vesting date. |
(2) | Including the 278,552 cash-settled restricted stock units reported in this Report, the Reporting Person holds an aggregate 363,917 cash-settled restricted stock units. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Kesseler Brian J 500 NORTH FIELD DRIVE LAKE FOREST, IL 60045 | X |
| Chief Executive Officer |
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Signatures
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/s/ Brandon B. Smith, Attorney-in-fact for Brian J. Kesseler | | 12/9/2020 |
**Signature of Reporting Person | Date |
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