SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Heyman Stephen J

(Last) (First) (Middle)
15 EAST 5TH STREET, SUITE 3200

(Street)
TULSA OK 74103

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
STEPHAN CO [ TSC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
11/30/2009
4. If Amendment, Date of Original Filed (Month/Day/Year)
12/02/2009
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock(1) 12/01/2009(1) P(1) 1,000(1) A $2.657(1) 825,300(1)(2) I(1) SEE FOOTNOTE #2(1)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
Heyman Stephen J

(Last) (First) (Middle)
15 EAST 5TH STREET, SUITE 3200

(Street)
TULSA OK 74103

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Boston Avenue Capital LLC

(Last) (First) (Middle)
15 EAST 5TH STREET, SUITE 3200

(Street)
TULSA OK 74103

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Yorktown Avenue Capital, LLC

(Last) (First) (Middle)
15 EAST 5TH STREET, SUITE 3200

(Street)
TULSA OK 74103

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Adelson James F

(Last) (First) (Middle)
15 EAST 5TH STREET, SUITE 3200

(Street)
TULSA OK 74103

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Gillman Charles M

(Last) (First) (Middle)
15 EAST 5TH STREET
SUITE 2660

(Street)
TULSA OK 74103

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. THE PURPOSE OF THIS AMENDMENT IS TO SUBMIT EXHIBITS WHICH WERE OMITTED FROM THE ORIGINAL FILING. THIS TRANSACTION IS NOT NEW OR REVISED BUT IS BEING REPORTED AGAIN TO GAIN ACCESS TO THE EDGAR FILER SYSTEM.
2. These shares include 436,695 shares owned by Boston Avenue Capital LLC and 388,605 shares owned by Yorktown Avenue Capital, LLC.
Remarks:
Messrs. Heyman and Adelson are the sole managers of Boston Avenue Capital LLC ("Boston") and Yorktown Avenue Capital, LLC ("Yorktown"). Mr. Gillman is the sole portfolio manager for Boston and Yorktown. Messrs. Heyman and Adelson disclaim beneficial ownership of the reported securities except to the extent of their pecuniary interest therein. Mr. Gillman has the right to vote the investments held by Boston and Yorktown, and may be deemed to be the beneficial owner of the shares owned directly by Boston and Yorktown.
Paula L. Skidmore, Attorney-in-Fact for each of the Reporting Persons 12/23/2009
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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