STEPAN CO — Director's Dealing 2012

Nov 26, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEPAN CO (SCL)
CIK: 0000094049
Period of Report: 2012-11-21

Reporting Person: PACHOLEC FRANK (Vice President R&D)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-11-21	Common Stock	M	1500.000	$31.700	Acquired	27870.920	Direct
2012-11-21	Common Stock	S	1400.000	$97.760	Disposed	26470.920	Direct
2012-11-21	Common Stock	S	100.000	$98.680	Disposed	26370.920	Direct
2012-11-23	Common Stock	M	1000.000	$31.700	Acquired	27370.920	Direct
2012-11-23	Common Stock	S	100.000	$97.650	Disposed	27270.920	Direct
2012-11-23	Common Stock	S	200.000	$97.850	Disposed	27070.920	Direct
2012-11-23	Common Stock	S	200.000	$97.860	Disposed	26870.920	Direct
2012-11-23	Common Stock	S	100.000	$97.880	Disposed	26770.920	Direct
2012-11-23	Common Stock	S	100.000	$97.910	Disposed	26670.920	Direct
2012-11-23	Common Stock	S	100.000	$98.030	Disposed	26570.920	Direct
2012-11-23	Common Stock	S	95.000	$98.070	Disposed	26475.920	Direct
2012-11-23	Common Stock	S	100.000	$98.130	Disposed	26375.920	Direct
2012-11-23	Common Stock	S	5.000	$98.190	Disposed	26370.92	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-11-21	Employee Stock Option (Right to Buy)	$31.700	M	1500.000	Disposed	2015-02-12	Common Stock (1500.000)	Direct
2012-11-23	Employee Stock Option (Right to Buy)	$31.700	M	1000.000	Disposed	2015-02-12	Common Stock (1000.000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	667.989	Indirect

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $97.490 to $98.460. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer, full information regarding the number of shares and prices at which the transaction was effected.