STEPAN CO — Director's Dealing 2021

Mar 17, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEPAN CO (SCL)
CIK: 0000094049
Period of Report: 2021-03-15

Reporting Person: Rojo Luis (VP & Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-03-15	Common Stock	M	1100	$70.86	Acquired	5307	Direct
2021-03-15	Common Stock	D	601	$129.87	Disposed	4706	Direct
2021-03-15	Common Stock	F	146	$129.87	Disposed	4207	Direct
2021-03-16	Common Stock	S	350	$128.04	Disposed	3857	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-03-15	Share Units	$	A	5.24	Acquired		Common Stock (5.24)	Direct
2021-03-15	Stock Appreciation Right	$70.86	M	1100	Disposed	2028-05-01	Common Stock (1100)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	231.431	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: Reflects ESOP II acquisitions that have occurred since the Reporting Person's last ownership report covering ESOP II holdings.

F5: Share units are acquired under the Management Incentive Plan (As Amended and Restated Effective January 1, 2015) ("MIP"), a nonqualified deferred compensation plan which allows MIP participants to elect to defer all or a portion of their deferred compensation into accounts pursuant to MIP provisions.

F6: Share units convert on a one-for-one basis into Common Stock.

F7: Reflects acquisition of Share Units pursuant to a dividend equivalent feature of the MIP, generally payable at end of employment, unless otherwise elected.

F8: Price reported is the price of Common Stock on the date the dividend equivalents are payable pursuant to a dividend feature of the MIP.