STEPAN CO — Director's Dealing 2013

May 3, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEPAN CO (SCL)
CIK: 0000094049
Period of Report: 2013-05-02

Reporting Person: STEPAN F QUINN (Director, Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-05-02	Common Stock	M	49000	$12.47	Acquired	444494	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-05-02	Employee Stock Option (Right to Buy)	$12.47	M	49000	Disposed	2014-02-09	Common Stock (49000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	94631.79	Indirect
Common Stock	530542	Indirect
Common Stock	140	Indirect
Common Stock	286126	Indirect