STEPAN CO — Director's Dealing 2013

May 13, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEPAN CO (SCL)
CIK: 0000094049
Period of Report: 2013-05-09

Reporting Person: WEHMER EDWARD J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-09	Common Stock	M	2800	$11.813	Acquired	12900	Direct
2013-05-09	Common Stock	S	2800	$54.054	Disposed	10100	Direct
2013-05-09	Common Stock	M	1994	$14.613	Acquired	12094	Direct
2013-05-09	Common Stock	S	1994	$54.042	Disposed	10100	Direct
2013-05-09	Common Stock	M	1559	$20.755	Acquired	11659	Direct
2013-05-09	Common Stock	S	1559	$54.037	Disposed	10100	Direct
2013-05-10	Common Stock	M	958	$11.813	Acquired	11058	Direct
2013-05-10	Common Stock	S	958	$54.000	Disposed	10100	Direct
2013-05-10	Common Stock	M	1044	$14.613	Acquired	11144	Direct
2013-05-10	Common Stock	S	1044	$54.000	Disposed	10100	Direct
2013-05-10	Common Stock	M	579	$20.755	Acquired	10679	Direct
2013-05-10	Common Stock	S	579	$54.000	Disposed	10100	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-09	Stock Option (Right to Buy)	$11.813	M	2800	Disposed	2014-04-26	Common Stock (2800)	Direct
2013-05-09	Stock Option (Right to Buy)	$14.613	M	1994	Disposed	2014-04-24	Common Stock (1994)	Direct
2013-05-09	Stock Option (Right to Buy)	$20.755	M	1559	Disposed	2016-04-21	Common Stock (1559)	Direct
2013-05-10	Stock Option (Right to Buy)	$11.813	M	958	Disposed	2014-04-26	Common Stock (958)	Direct
2013-05-10	Stock Option (Right to Buy)	$14.613	M	1044	Disposed	2014-04-24	Common Stock (1044)	Direct
2013-05-10	Stock Option (Right to Buy)	$20.755	M	579	Disposed	2016-04-21	Common Stock (579)	Direct

Footnotes

F1: This transaction was executed in multiple trades of prices ranging from $54.00 to $54.230. The price reported reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of this issuer, full information regarding the number of shares and prices at which the transaction was effected.