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*
STEPAN F QUINN JR

(Last) (First) (Middle)
1101 SKOKIE BOULEVARD, SUITE 500

(Street)
NORTHBROOK IL 60062

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
STEPAN CO [ SCL ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
02/02/2023
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
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 0(1) I By Esop II Trust
Common Stock 02/02/2023 M 1,130.25 A (2) 5,233.25(3) I By Father
Common Stock 02/02/2023 F 474.14 D $112.91 4,759.11 I By Father
Common Stock 03/05/2024 G 8,109 D $0 0 I By Father
Common Stock 03/05/2024 G 4,932 D $0 17,217 I By Family Trust V
Common Stock 03/05/2024 G 189 D $0 17,028 I By Family Trust V
Common Stock 03/05/2024 G 189 A $0 1,017 I By Spouse
Common Stock 03/05/2024 S 1,000 D $87.485 254,567.69 D
Common Stock 03/06/2024 S 2,000 D $86.577(4) 252,567.69(1) D
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
Explanation of Responses:
1. Since the date of the reporting person's last ownership report, the reporting person received a distribution of .411 shares held in his ESOP account pursuant to the terms of the ESOP, and those shares are now owned directly.
2. Each share unit was the economic equivalent of one share of Stepan Company common stock. On February 2, 2023, 1,130.25 of the reporting person's father's share units were settled for an equal number of shares of Stepan Company common stock.
3. Reflects an upward adjustment by 635.432 shares. These shares were not included in the initial report of the reporting person's father's shares of Stepan Company common stock when the reporting person was appointed attorney-in-fact with respect to such shares.
4. 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 $86.22 to $87.20, 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.
/s/ Stephanie J. Pacitti, Attorney-in-Fact for F. Quinn Stepan, Jr. 03/07/2024
** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.