Sec Form 4 Filing - Moriarty Sean Thomas @ STEPAN CO - 2022-02-15

Insider filing report for Changes in Beneficial Ownership
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FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Moriarty Sean Thomas
2. Issuer Name and Ticker or Trading Symbol
STEPAN CO [ SCL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
VP & GM Surfactants
(Last) (First) (Middle)
1101 SKOKIE BOULEVARD, SUITE 500
3. Date of Earliest Transaction (MM/DD/YY)
02/15/2022
(Street)
NORTHBROOK, IL60062
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 02/15/2022 M 2,381 A 9,123.4933( 2 ) D
Common Stock 02/16/2022 A 76.787 A $ 111.26 4,099.808( 3 ) I By ESOP II Trust
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(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 of Derivative Security: 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
Performance Shares ( 1 ) 02/15/2022 M 1,950 ( 1 ) ( 1 ) Common Stock 1,950 ( 1 ) 0 D
Stock Appreciation Right $ 111.26 02/16/2022 A 10,087 12/31/2022( 4 ) 02/15/2032 Common Stock 10,087 $ 0 10,087 D
Performance Shares ( 5 ) 02/16/2022 A 2,157 ( 5 ) ( 5 ) Common Stock 2,157 $ 0 2,157 D
Share Units( 6 ) ( 7 ) ( 6 ) ( 6 ) Common Stock 5,477.707( 3 ) 5,477.707 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Moriarty Sean Thomas
1101 SKOKIE BOULEVARD, SUITE 500
NORTHBROOK, IL60062
VP & GM Surfactants
Signatures
/s/ Stephanie J. Pacitti, Attorney-in-Fact for Sean T. Moriarty 02/18/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The performance shares vested upon Stepan Company achieving certain financial targets by December 31, 2021.
( 2 )Includes exempt acquisitions under Rule 16b-3(c) and Rule 16b-3(d) since the date of the reporting person's last report.
( 3 )Includes exempt acquisitions under Rule 16a-11 pursuant to dividend reinvestments since the date of the reporting person's last report.
( 4 )Vests ratably over three years beginning on the date shown.
( 5 )Each performance share represents a contingent right to receive 1 share of Stepan Company Stock. The performance shares vest upon Stepan Company achieving certain financial targets by December 31, 2024.
( 6 )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.
( 7 )Share Units convert on a one-for-one basis into Common Stock.

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).

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