CHS Legal Hire Spurs Tenneco to Recruit Veteran General Counsel

Tenneco Inc., an auto parts giant backed by Carl Icahn, announced Monday its hire of veteran law department leader Thomas Sabatino Jr. as general counsel.

Sabatino, who will start his new job Feb. 15, joins Tenneco after spending more than two decades as legal chief for a half-dozen major public companies, including Aetna Inc., Hertz Global Holdings Inc., Walgreens Co., United Airlines Inc., Schering-Plough Corp., and Baxter International Inc.

“I am pleased to welcome Tom to Tenneco,” said a statement from Chief Executive Officer Brian Kesseler. He cited Sabatino’s extensive legal expertise “managing mergers, acquisitions, joint ventures and divestitures.”

Sabatino’s resume has helped him become one of the most highly compensated in-house lawyers in the U.S. He received roughly $13.6 million in severance from Aetna after leaving his role as general counsel of the health care company in late 2018 following its $68 billion sale to CVS Health Corp.

For the past two years Sabatino has served as co-chair of the board of directors for the Humane Society of the United States and chair of the International Institute for Conflict Prevention and Resolution.

He also holds board positions at Teligent Inc., a Buena, N.J.-based generic pharmaceutical company, and the University of Pennsylvania Carey Law School.

Sabatino didn’t respond to a request for comment on his move. In a statement issued by Tenneco, he said he’s excited to be joining the company “at this pivotal time” and helping it deliver on its “long-term strategic objectives.”

Sabatino was part of a slate of directors nominated a year ago this month by Xerox Holdings Corp. to replace the board of HP Inc. after the latter refused to engage in merger talks. The ultimately unsuccessful takeover bid had the support of Icahn.

Icahn disclosed in a securities filing Monday that he owns nearly 12.5% of Tenneco, which is based in the Chicago suburb of Lake Forest, Ill. Icahn has been one of Tenneco’s largest shareholders since the company paid $5.4 billion in 2018 to acquire rival auto parts manufacturer Federal-Mogul Holdings Corp.

Marco DeSanto, a former senior vice president of legal at Tenneco, left the company last year to become general counsel at auction house Sotheby’s. Tenneco said its current legal chief, Brandon Smith, will stay on with the company into March to ensure a smooth transition of his duties to Sabatino.

Smith has been hired by CHS Inc., an agribusiness cooperative that has tapped him to succeed general counsel James Zappa. CHS announced Monday that Smith, a former Kirkland & Ellis associate who has spent the past dozen years in-house at Tenneco, will come aboard sometime in late March.

Zappa, who earned nearly $2.5 million in total compensation from CHS in 2019, will transition to another senior leadership role at the cooperative. CHS, which hired Zappa as legal chief in 2015, disclosed in a securities filing last year that as “part of his career transition planning” he would relinquish the general counsel position.

Federal prosecutors reportedly closed an investigation last year into CHS over its alleged role in a bribery scheme involving customs officials in Mexico.

Smith declined to discuss his hire by Inner Grove Heights, Minn.-based CHS.

He earned nearly $2.1 million in total compensation from Tenneco in 2018 but was not one of the company’s top six paid executives in 2019, according to annual proxy statements. Smith currently owns $327,000 in Tenneco stock, per Bloomberg data.