STEPAN CO — Director's Dealing 2019

Jul 31, 2019

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEPAN CO (SCL)
CIK: 0000094049
Period of Report: 2019-07-29

Reporting Person: Behrens Scott R. (VP/GM Surfactants)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2019-07-29	Common Stock	M	1298	$42.765	Acquired	12354.913	Direct
2019-07-29	Common Stock	M	2000	$43.85	Acquired	14354.913	Direct
2019-07-29	Common Stock	M	6262	$43.85	Acquired	20616.913	Direct
2019-07-29	Common Stock	D	886	$99.00	Disposed	19730.913	Direct
2019-07-29	Common Stock	F	494	$99.00	Disposed	19236.913	Direct
2019-07-29	Common Stock	D	2776	$98.925	Disposed	16460.913	Direct
2019-07-29	Common Stock	F	1545	$98.925	Disposed	14915.913	Direct
2019-07-29	Common Stock	M	3851	$41.16	Acquired	18766.913	Direct
2019-07-29	Common Stock	S	2701	$98.292	Disposed	16065.913	Direct
2019-07-29	Common Stock	S	4389	$98.95	Disposed	11676.913	Direct
2019-07-30	Common Stock	S	620	$97.469	Disposed	11056.913	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2019-07-29	Employee Stock Option (Right to Buy)	$42.765	M	1298	Disposed	2022-02-13	Common Stock (1298)	Direct
2019-07-29	Stock Appreciation Right	$43.85	M	2000	Disposed	2026-02-22	Common Stock (2000)	Direct
2019-07-29	Stock Appreciation Right	$43.85	M	6262	Disposed	2026-02-22	Common Stock (6262)	Direct
2019-07-29	Employee Stock Option (Right to Buy)	$41.16	M	3851	Disposed	2025-02-16	Common Stock (3851)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	3611.949	Indirect

Footnotes

F1: The Stock Appreciation Rights ("SARs") were settled in shares of common stock as per the terms of the award.

F2: Deemed disposition of underlying common stock to the issuer in an amount equal to the conversion price of the SARs.

F3: Withholding of shares to satisfy tax liability on exercise of SARs.

F4: The price reported is a weighted average price. Shares were sold in a series of transactions within the same trading day at prices ranging from $97.700 to $98.700, inclusive. Full information regarding the number of shares sold at each separate price is available upon request by the Commission staff, the issuer, or a security holder of the issuer.

F5: The price reported is a weighted average price. Shares were sold in a series of transactions within the same trading day at prices ranging from $98.705 to $99.210, inclusive. Full information regarding the number of shares sold at each separate price is available upon request by the Commission staff, the issuer, or a security holder of the issuer.

F6: The price reported is a weighted average price. Shares were sold in a series of transactions within the same trading day at prices ranging from $97.430 to $97.540, inclusive. Full information regarding the number of shares sold at each separate price is available upon request by the Commission staff, the issuer, or a security holder of the issuer.