STEPAN CO — Director's Dealing 2016

Aug 11, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEPAN CO (SCL)
CIK: 0000094049
Period of Report: 2016-08-09

Reporting Person: MASON SCOTT C (Vice President, Supply Chain)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-08-09	Common Stock	M	6070	$37.51	Acquired	21972	Direct
2016-08-09	Common Stock	S	6070	$67.45	Disposed	15902	Direct
2016-08-09	Common Stock	M	3242	$42.765	Acquired	19144	Direct
2016-08-09	Common Stock	D	3242	$67.45	Disposed	15902	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-08-09	Employee Stock Option (Right to Buy)	$37.51	M	6070	Disposed	2019-02-06	Common Stock (6070)	Direct
2016-08-09	Stock Appreciation Right	$42.765	M	3242	Disposed	2022-02-13	Common Stock (3242)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	887.589	Indirect

Footnotes

F1: The Stock Appreciation Rights were settled in cash as per the terms of the award. For reporting purposes, however, the transaction is deemed to be a simultaneous acquisition and disposition of the underlying common stock and is reflected as such in this report.

F2: Reflects ESOP II acquisitions that have occurred since the Reporting Person's last ownership report covering ESOP II holdings.