Statement of Changes in Beneficial Ownership (4)
May 11 2021 - 3:05PM
Edgar (US Regulatory)
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 OF SECURITIES
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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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1. Name and Address of Reporting Person
*
Catlett Janet Anne |
2. Issuer Name and Ticker or Trading Symbol
STEPAN CO
[
SCL
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) VP, CHRO |
(Last)
(First)
(Middle)
22 WEST FRONTAGE ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/7/2021 |
(Street)
NORTHFIELD, IL 60093
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock | 5/7/2021 | | M(1) | | 2000 | A | $92.29 | 5144.25 | D | |
Common Stock | 5/7/2021 | | D(2) | | 1344 | D | $137.315 | 3800.25 | D | |
Common Stock | 5/7/2021 | | F(3) | | 278 | D | $137.315 | 3522.25 | D | |
Common Stock | 5/7/2021 | | S | | 378 | D | $137.271 (4) | 3144.25 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 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 |
Stock Appreciation Right | $92.29 | 5/7/2021 | | M | | | 2000 | 12/31/2019 | 2/19/2029 | Common Stock | 2000 | $0 | 3062 | D | |
Explanation of Responses: |
(1) | The Stock Appreciation Rights ("SARS") were settled in shares of common stock as per the terms of the award. |
(2) | Deemed disposition of underlying common stock to the issuer in an amount equal to the conversion price of the SARs. |
(3) | Withholding of shares to satisfy tax liability on exercise of SARs. |
(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 $137.12 to $137.31, 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. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Catlett Janet Anne 22 WEST FRONTAGE ROAD NORTHFIELD, IL 60093 |
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| VP, CHRO |
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Signatures
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/s/ Stephanie J. Pacitti, Attorney-in-Fact for Janet A. Catlett | | 5/11/2021 |
**Signature of Reporting Person | Date |
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