STEPAN CO — Director's Dealing 2017

Feb 14, 2017

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: STEPAN CO (SCL)
CIK: 0000094049
Period of Report: 2016-12-31

Reporting Person: STEPAN F QUINN JR (Director, Chairman, President & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-11-16	Common Stock	G	355	—	Acquired	2518	Indirect
2016-11-16	Common Stock	G	355	—	Acquired	126800.121	Direct
2016-12-18	Common Stock	G	16551	—	Acquired	143351.121	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	104423	Direct
Common Stock	10741.135	Indirect
Common Stock	48000	Indirect
Common Stock	54978	Indirect
Common Stock	40000	Indirect
Common Stock	160000	Indirect
Common Stock	442047	Indirect

Footnotes

F1: Reflects a reclassification of 600 shares as being held directly rather than directly in joint tenancy with spouse.

F2: Reflects a reclassification of 600 shares as being held directly rather than directly in joint tenancy with spouse (as described in footnote 1) and a reduction of 355 shares incorrectly included in the Form 4 filed by the reporting person on December 19, 2016 (related to one of the gifts reported on this Form 5).

F3: Joint Tenancy with Spouse.

F4: The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

F5: Holding has been reduced by 87 shares due to administrative error in prior reports.