STEPAN CO — Director's Dealing 2014

Feb 24, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEPAN CO (SCL)
CIK: 0000094049
Period of Report: 2014-02-20

Reporting Person: WEHMER EDWARD J (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-20	Common Stock	M	1384	$18.05	Acquired	11484	Direct
2014-02-20	Common Stock	S	1384	$60.27	Disposed	10100	Direct
2014-02-20	Common Stock	M	872	$34.33	Acquired	10972	Direct
2014-02-20	Common Stock	S	872	$60.25	Disposed	10100	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-02-20	Stock Option (Right to Buy)	$18.05	M	1384	Disposed	2017-04-20	Common Stock (1384)	Direct
2014-02-20	Stock Option (Right to Buy)	$34.33	M	872	Disposed	2018-04-19	Common Stock (872)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	1700	Indirect

Footnotes

F1: This transaction was executed in multiple trades at prices ranging from $60.200 to 60.355. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to 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.

F2: This transaction was executed in multiple trades at prices ranging from $60.200 to 60.350. The price reported reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to 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.