STEPAN CO — Director's Dealing 2023

Feb 16, 2023

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: STEPAN CO (SCL)
CIK: 0000094049
Period of Report: 2023-02-14

Reporting Person: Moriarty Sean Thomas (VP & GM Surfactants)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2023-02-14	Common Stock	M	2875	—	Acquired	11321.615	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2023-02-14	Performance Shares	$	M	1760	Disposed		Common Stock (1760)	Direct
2023-02-14	Performance Shares	$	A	2729	Acquired		Common Stock (2729)	Direct
2023-02-14	Restricted Stock Units	$	A	1365	Acquired	2026-02-14	Restricted Stock Units (1365)	Direct
2023-02-14	Stock Appreciation Right	$109.92	A	3797	Acquired	2033-02-14	Common Stock (3797)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	4143.217	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Share Units	$		Common Stock (5542.015)	5542.015	Direct

Footnotes

F1: The performance shares vested upon Stepan Company achieving certain financial targets by December 31, 2022.

F2: Includes exempt acquisitions under Rule 16b-3(c) and Rule 16b-3(d) since the date of the reporting person's last report.

F3: Includes exempt acquisitions under Rule 16a-11 pursuant to dividend reinvestments since the date of the reporting person's last report.

F4: Each performance share represents a contingent right to receive one share of Stepan Company common stock. The performance shares vest upon Stepan Company achieving certain financial targets by December 31, 2025.

F5: Each restricted stock unit ("RSU") represents a contingent right to receive one share of Stepan Company common stock.

F6: Vests ratably over three years beginning on the date shown.

F7: 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.

F8: Share Units convert on a one-for-one basis into Common Stock.

F9: Share Units owned under the MIP are generally payable at end of employment, unless otherwise elected.