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STEPAN CO Director's Dealing 2023

Feb 16, 2023

32175_dirs_2023-02-16_7616ee53-eeb3-4912-8d63-d8d156ca65e2.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

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

Reporting Person: Mergner Arthur W (Exec VP, Supply Chain)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2023-02-14 Common Stock M 3833 Acquired 27426.683 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2023-02-14 Performance Shares $ M 2346 Disposed Common Stock (2346) Direct
2023-02-14 Performance Shares $ A 3070 Acquired Common Stock (3070) Direct
2023-02-14 Restricted Stock Units $ A 1535 Acquired 2026-02-14 Restricted Stock Units (1535) Direct
2023-02-14 Stock Appreciation Right $109.92 A 4271 Acquired 2033-02-14 Common Stock (4271) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 87.641 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Share Units $ Common Stock (8593.115) 8593.115 Direct

Footnotes

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

F2: Includes exempt acquisitions under Rule 16a-11 pursuant to dividend reinvestments since the date of the reporting person's last report.

F3: 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.

F4: Each restricted stock unit ("RSU") represents a contingent right to receive one share of Stepan Company common stock.

F5: Vests ratably over three years beginning on the date shown.

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

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.