TEN 10-K Annual Report Dec. 31, 2017 | Alphaminr
ALPHAMINR

TEN 10-K Fiscal year ended Dec. 31, 2017

Balance Sheet
Cash Flow
Income Statement
Debt
TENNECO INC
10-Ks and 10-Qs
10-Q
 		Quarter ended Sept. 30, 2022
10-Q
 		Quarter ended June 30, 2022
10-Q
 		Quarter ended March 31, 2022
10-K
 		Fiscal year ended Dec. 31, 2021
10-Q
 		Quarter ended Sept. 30, 2021
10-Q
 		Quarter ended June 30, 2021
10-Q
 		Quarter ended March 31, 2021
10-K
 		Fiscal year ended Dec. 31, 2020
10-Q
 		Quarter ended Sept. 30, 2020
10-Q
 		Quarter ended June 30, 2020
10-Q
 		Quarter ended March 31, 2020
10-K
 		Fiscal year ended Dec. 31, 2019
10-Q
 		Quarter ended Sept. 30, 2019
10-Q
 		Quarter ended June 30, 2019
10-Q
 		Quarter ended March 31, 2019
10-K
 		Fiscal year ended Dec. 31, 2018
10-Q
 		Quarter ended Sept. 30, 2018
10-Q
 		Quarter ended June 30, 2018
10-Q
 		Quarter ended March 31, 2018
10-K
 		Fiscal year ended Dec. 31, 2017
10-Q
 		Quarter ended Sept. 30, 2017
10-Q
 		Quarter ended June 30, 2017
10-Q
 		Quarter ended March 31, 2017
10-K
 		Fiscal year ended Dec. 31, 2016
10-Q
 		Quarter ended Sept. 30, 2016
10-Q
 		Quarter ended June 30, 2016
10-Q
 		Quarter ended March 31, 2016
10-K
 		Fiscal year ended Dec. 31, 2015
10-Q
 		Quarter ended Sept. 30, 2015
10-Q
 		Quarter ended June 30, 2015
10-Q
 		Quarter ended March 31, 2015
10-K
 		Fiscal year ended Dec. 31, 2014
10-Q
 		Quarter ended Sept. 30, 2014
10-Q
 		Quarter ended June 30, 2014
10-Q
 		Quarter ended March 31, 2014
10-K
 		Fiscal year ended Dec. 31, 2013
10-Q
 		Quarter ended Sept. 30, 2013
10-Q
 		Quarter ended June 30, 2013
10-Q
 		Quarter ended March 31, 2013
10-K
 		Fiscal year ended Dec. 31, 2012
10-Q
 		Quarter ended Sept. 30, 2012
10-Q
 		Quarter ended June 30, 2012
10-Q
 		Quarter ended March 31, 2012
10-K
 		Fiscal year ended Dec. 31, 2011
10-Q
 		Quarter ended Sept. 30, 2011
10-Q
 		Quarter ended June 30, 2011
10-Q
 		Quarter ended March 31, 2011
10-K
 		Fiscal year ended Dec. 31, 2010
10-Q
 		Quarter ended Sept. 30, 2010
10-Q
 		Quarter ended June 30, 2010
10-Q
 		Quarter ended March 31, 2010
10-K
 		Fiscal year ended Dec. 31, 2009
PROXIES
DEF 14A
 		Filed on April 1, 2021
DEF 14A
 		Filed on April 1, 2020
DEF 14A
 		Filed on April 3, 2019
DEF 14A
 		Filed on April 4, 2018
DEF 14A
 		Filed on April 3, 2017
DEF 14A
 		Filed on April 1, 2016
DEF 14A
 		Filed on April 2, 2015
DEF 14A
 		Filed on April 3, 2014
DEF 14A
 		Filed on April 3, 2013
DEF 14A
 		Filed on April 4, 2012
DEF 14A
 		Filed on April 6, 2011
DEF 14A
 		Filed on April 1, 2010
TABLE OF CONTENTS
Part IItem 1. BusinessItem 1A. Risk FactorsItem 1B. Unresolved Staff CommentsItem 2. PropertiesItem 3. Legal ProceedingsItem 4. Mine Safety DisclosuresItem 4. 1.executive Officers Of The RegistrantPart IIItem 5. Market For Registrant S Common Equity, Related Stockholder Matters, and Issuer Purchases Of Equity SecuritiesItem 6. Selected Financial DataItem 7. Management S Discussion and Analysis Of Financial Condition and Results Of OperationsItem 7A. Quantitative and Qualitative Disclosures About Market RiskItem 8. Financial Statements and Supplementary DataItem 9. Changes in and Disagreements with Accountants on Accounting and Financial DisclosureItem 9A. Controls and ProceduresItem 9B. Other InformationPart IIIItem 10. Directors, Executive Officers and Corporate GovernanceItem 11. Executive CompensationItem 12. Security Ownership Of Certain Beneficial Owners and Management and Related Stockholder MattersItem 13. Certain Relationships and Related Transactions, and Director IndependenceItem 14. Principal Accountant Fees and ServicesPart IVItem 15. Exhibits, Financial Statement SchedulesItem 16. Form 10-k Summary

Exhibits

3.2 By-laws of the registrant, as amended October 11, 2016 (incorporated herein by reference to Exhibit3.2 of the registrants Current Report on Form8-K event dated October 11, 2016, FileNo.1-12387). 4.1 Specimen stock certificate for Tenneco Inc. common stock (incorporated herein by reference to Exhibit4.3 of the registrants Annual Report on Form10-K for the year ended December31, 2006, FileNo.1-12387). 4.2(a) Fifth Amended and Restated Credit Agreement, dated as of May 12, 2017, amount Tenneco Inc., Tenneco Automotive Operating Company Inc., JPMorgan Chase Bank, N.A., as administrative agent, and the other lenders party thereto (incorporated herein by reference to Exhibit4.1 of the registrants Current Report on Form8-K filed May 15, 2017, File No. 1-12387). 4.2(b) Amended and Restated Guarantee and Collateral Agreement, dated as of May 12, 2017 (amending and restating the Guarantee and Collateral Agreement dated as of December 8, 2014, as previously amended and amended and restated), among Tenneco Inc., various of its subsidiaries and JPMorgan Chase Bank, N.A., as administrative agent (incorporated herein by reference to Exhibit 4.2 of the registrant's Current Report on Form 8-K filed May 15, 2017, File No. 1-12387). 4.3 Indenture, dated December5, 2014, among the registrant, various subsidiaries of the registrant and U.S, Bank National Association, as trustee (incorporated herein by reference to Exhibit4.1 of the registrants Current Report on Form8-K filed December5, 2014, FileNo.1-12387). 4.4 First Supplemental Indenture, dated December 5, 2014, among the registrant, various subsidiaries of the registrant and U.S. Bank National Association, as trustee (incorporated herein by reference to Exhibit 4.2 of the registrant's Current Report on Form 8-K filed December 5, 2014, File No. 1-12387). 4.5 Second Supplemental Indenture, dated as of June 13, 2016, among Tenneco Inc., the guarantors named therein and U.S. Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the registrants Current Report on Form 8-K dated June 13, 2016, File No. 1-12387). +10.10 Form of First Amendment to the Tenneco Inc. Supplemental Retirement Plan (incorporated herein by reference to Exhibit10.57 of the registrants Annual Report on Form10-K for the year ended December31, 2006, File No.1-12387). +10.11 Tenneco Inc. Change in Control Severance Benefit Plan for Key Executives, as Amended and Restated effective December12, 2007 (incorporated herein by reference to Exhibit10.61 of the registrants Annual Report on Form 10-K for the year ended December 31, 2008, File No. 1-12387). +10.12 Code Section409A Amendment to Supplemental Retirement Plan (incorporated herein by reference to Exhibit10.71 of the registrants Annual Report on Form10-K for the year ended December31, 2008, File No.1-12387). +10.13 Code Section409A Amendment to Amended and Restated Value Added (TAVA) Incentive Compensation Plan (incorporated herein by reference to Exhibit10.73 of the registrants Annual Report on Form10-K for the year ended December31, 2008, File No.1-12387). +10.14 Tenneco Inc. 2006 Long-Term Incentive Plan (as amended and restated effective March11, 2009) (incorporated herein by reference to AppendixA of the registrants proxy statement on Schedule14A, filed with the Securities and Exchange Commission on March31, 2009, FileNo.1-12387). +10.15 Amendment No.2, effective January15, 2010, to Amended and Restated Tenneco Value Added Incentive Compensation Plan (incorporated herein by reference to Exhibit10.70 of the registrants Annual Report on Form10-K for the year ended December31, 2009, File No.1-12387). +10.16 First Amendment to Tenneco Inc. Change in Control Severance Benefit Plan for Key Executives, as Amended and Restated effective December 12, 2007 (incorporated herein by reference to Exhibit 10.3 of the registrants Quarterly Report on Form 10-Q for the quarter ended March 31, 2011, File No. 1-12387). +10.17 Form of Non-Qualified Stock Option Agreement for Employees under Tenneco Inc. 2006 Long-Term Incentive Plan (incorporated herein by reference to Exhibit 10.3 of the registrants Current Report on Form 8-K dated January 18, 2012, FileNo.1-12387). +10.20 Code Section409A Amendment to Letter Agreement between the registrant and GreggM.Sherrill (incorporated herein by reference to Exhibit10.74 of the registrants Annual Report on Form10-K for the year ended December31, 2008, File No.1-12387). +10.21 Tenneco Inc. Executive Bonus Plan (incorporated herein by reference from Exhibit 99.1 of the registrant's Current Report on Form 8-K dated as of January 15, 2014. File No. 1-12387). +10.22 Amended and Restated Tenneco Inc. 2006 Long-Term Incentive Plan (effective March 18, 2013) (incorporated by reference to Appendix A of the Company's Proxy Statement on Schedule 14A, filed with the Securities Exchange Commission on April 3, 2013). +10.23 Form of Restricted Stock Unit Award Agreement under the Tenneco Inc. 2006 Long-Term Incentive Plan (awards after May 21, 2013 and before February 2017) (incorporated herein by reference to Exhibit 10.3 of the registrants Current Report on Form 8-K filed May 21, 2013, File No. 1-12387). +10.24 Form of Stock Option Award Agreement under the Tenneco Inc. 2006 Long-Term Incentive Plan (awards after May 21, 2013 and before February 2017) (incorporated herein by reference to Exhibit 10.4 of the registrants Current Report on Form 8-K filed May 21, 2013, File No. 1-12387). +10.25 Form of Long-Term Performance Unit Award Agreement under the Tenneco Inc. 2006 Long-Term Incentive Plan (grants after January 14, 2014 and before February 2017) (incorporated herein by reference to Exhibit 99.2 of the registrants Current Report on Form 8-K filed January 15, 2014, File No. 1-12387). +10.26 Offer Letter to Brian J. Kesseler dated January 6, 2015 (incorporated herein by reference to Exhibit 10.67 of the registrant's Annual Report on Form 10-K for the year ended December 31, 2014, File No. 1-12387). +10.27 Tenneco Inc. Excess Benefit Plan (as amended and restated effective as of January 1, 2013) (incorporated by reference to Exhibit 10.5 of Tenneco Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 2013, File No. 1-12387). +10.28 First Amendment to Amended and Restated Tenneco Inc. Excess Benefit Plan (amendment effective as of January 6, 2015) (incorporated by reference to Exhibit 10.5 of Tenneco Inc.'s Quarterly Report on Form 10-Q for the quarter ended March 31, 2015, File No. 1-12387). +10.29 Second Amendment to Tenneco Inc. Change in Control Severance Benefit Plan for Key Executives (incorporated by reference to Exhibit 10.1 of registrant's Current Report on form 8-K dated April 28, 2015, File No. 1.12387). +10.30 Form of Restricted Stock Award for Brian J. Kesseler (January 2015 replacement grant) under Tenneco Inc. 2006 Long-Term Incentive Plan (incorporated herein by reference to Exhibit 10.71 of the registrant's Annual Report on Form 10-K for the year ended December 31,2014, File No. 1-12387). +10.31 Tenneco Inc. Deferred Compensation Plan (as Amended and Restated Effective as of August 1, 2013) (incorporated by reference to Exhibit 10.6 of Tenneco Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 2013, File No. 1-12387). +10.32 Tenneco Inc. Incentive Deferral Plan (as Amended and Restated Effective as of August 1, 2013) (incorporated by reference to Exhibit 10.7 of Tenneco Inc.'s Quarterly Report on Form 10-Q for the quarter ended June 30, 2013, File No. 1-12387). +10.33 Amendment No. 1 to Tenneco Inc. 2006 Long-Term Incentive Plan, effective October 10, 2016 (incorporated herein by reference to Exhibit 10.2 to the registrants Quarterly Report on Form 10-Q for the quarter ended September 30, 2016, File No. 1-12387). +10.34 Notice to Employees of Agreement Amendments and New Options for Withholding, effective October 10, 2016 (incorporated herein by reference to Exhibit 10.5 to the registrants Quarterly Report on Form 10-Q for the quarter ended September 30, 2016, File No. 1-12387). +10.35 Form of Restricted Stock Award Agreement for Employees under Tenneco Inc. 2006 Long-Term Incentive Plan (for awards commencing February 2017) (incorporated herein by reference to Exhibit 10.78 to the registrant's Annual Report on Form 10-K for the year ended December 31, 2016, File No. 1-12387). +10.36 Form of Long-Term Performance Unit Award Agreement for Employees under Tenneco Inc. 2006 Long-Term Incentive Plan (for awards commencing February 2017) (incorporated herein by reference to Exhibit 10.79 to the registrant's Annual Report on Form 10-K for the year ended December 31, 2016, File No. 1-12387). +10.37 First Amendment, dated as of May 31, 2017, under the Fifth Amended and Restated Credit Agreement amount Tenneco Inc., Tenneco Automotive Operating Company Inc., JPMorgan Chase Bank, N.A., as administrative agent, and the other lenders party thereto (incorporated herein by reference to Exhibit 4.3 of the registrant's Quarterly Report on Form 10-Q for the quarter ended June 30, 2017, File No. 1-12387). +10.38 Amendment No. 3, effective October 26, 2017, to Amended and Restated Tenneco Value Added Incentive Compensation Plan (incorporated herein by reference to Exhibit 10.1 of the registrant's Quarterly Report on Form 10-Q for the quarter ended September 30, 2017, File No. 1-12387). +10.39 Tenneco Inc. Annual Incentive Plan (incorporated herein by reference to Exhibit 10.1 of the registrants Current Report on Form 8-K filed February 9, 2018. File No. 1-12387). +10.40 Form of Restricted Stock Unit Award Agreement under the Tenneco Inc. 2006 Long-Term Incentive Plan (grants after 2017) (incorporated herein by reference to Exhibit 10.2 of the registrants Current Report on Form 8-K filed February 9, 2018. File No. 1-12387). +10.41 Form of Performance Share Unit Award Agreement under the Tenneco Inc. 2006 Long-Term Incentive Plan (grants after 2017) (incorporated herein by reference to Exhibit 10.3 of the registrants Current Report on Form 8-K filed February 9, 2018. File No. 1-12387). *+10.42 Tenneco Automotive Operating Company Inc. Severance Benefit Plan. *+10.43 Offer Letter to Jason M. Hollar dated April 18, 2017. *+10.44 Offer Letter to Gregg A. Bolt dated December 6, 2012. *+10.45 Amendment dated June 12, 2013 to Offer Letter to Gregg A Bolt. *+10.46 Offer Letter to Patrick Guo dated March 26, 2007. *+10.47 Amendment dated February 29, 2012 to Offer Letter to Patrick Guo. *+10.48 Tenneco Inc. Incentive Deferral Plan. *+10.49 Tenneco Inc. Excess Benefit Plan. *12 Computation of Ratio of Earnings to Fixed Charges. *21 List of Subsidiaries of Tenneco Inc. *23.1 Consent of PricewaterhouseCoopers LLP. *24 Powers of Attorney. *31.1 Certification of Brian J. Kesseler under Section302 of the Sarbanes-Oxley Act of 2002. *31.2 Certification of Kenneth R. Trammell under Section302 of the Sarbanes-Oxley Act of 2002. *32.1 Certification of Brian J. Kesseler and Kenneth R. Trammell under Section906 of the Sarbanes-Oxley Act of 2002.