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Stepan (NYSE: SCL) VP GC granted equity awards, corrects SAR exercise price

Filing Impact
(Neutral)
Filing Sentiment
(Neutral)
Form Type
4/A

Rhea-AI Filing Summary

Stepan Company vice president, general counsel and secretary Shawn G. Lisle reported equity compensation awards and a correction to a prior filing. On March 2, 2026, he received 6,440 stock appreciation rights with a conversion price of $50.06, 2,247 performance shares, and 4,495 restricted stock units, each tied to one share of common stock. A separate February 27, 2026 entry shows a grant of 25.544 shares of common stock at $52.51 per share. The amendment updates the previously reported stock appreciation right exercise price from $17.47 to $50.06; all other terms remain unchanged.

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Insider Lisle Shawn G
Role VP GC & Secretary
Type Security Shares Price Value
Grant/Award Restricted Stock Units 4,495 $0.00 --
Grant/Award Performance Shares 2,247 $0.00 --
Grant/Award Stock Appreciation Right 6,440 $0.00 --
Grant/Award Common Stock 25.544 $52.51 $1K
Holdings After Transaction: Restricted Stock Units — 4,495 shares (Direct, null); Performance Shares — 2,247 shares (Direct, null); Stock Appreciation Right — 6,440 shares (Direct, null); Common Stock — 25.544 shares (Direct, null)
Footnotes (1)
  1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Stepan Company common stock. Vest ratably over three years beginning on the date shown. Each performance share represents a contingent right to receive one share of Stepan Company common stock. The performance shares vest upon the certification of Stepan Company achieving certain performance goals for the performance period ending December 31, 2028. This Form 4/A amends the reporting person's original Form 4 filed on March 4, 2026 (the "Original Filing"). The Original Filing inadvertently reported an incorrect stock appreciation right ("SAR") conversion/exercise price due to an administrative error in the pricing calculation. The correct conversion/exercise price for the reported transaction is $50.06 not $17.47 as previously reported. This amendment corrects the reported conversion/exercise price. No other aspects of the reported transaction are affected.
Stock appreciation rights granted 6,440 rights at $50.06 Grant on March 2, 2026; conversion/exercise price
Performance shares granted 2,247 shares Grant on March 2, 2026; contingent on performance
Restricted stock units granted 4,495 RSUs Grant on March 2, 2026; time-based vesting
Common stock grant 25.544 shares at $52.51 Award on February 27, 2026
Corrected SAR exercise price $50.06 Amends prior report that showed $17.47
Stock Appreciation Right financial
"security_title: "Stock Appreciation Right""
A stock appreciation right (SAR) is a form of employee pay that gives the holder the right to receive the increase in a company's share price over a set reference price, paid in cash or shares, without having to buy stock first. It matters to investors because SARs can create future cash outflows or dilute existing shareholders if settled in stock, and they align employee incentives with share-price performance like a bonus tied to a home's price rise.
Restricted Stock Units financial
"security_title: "Restricted Stock Units""
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Performance Shares financial
"security_title: "Performance Shares""
Performance shares are a type of company stock given to executives or employees that only become theirs if the company meets specific goals, like hitting certain profits or growth targets. They motivate leaders to work toward the company’s success, because their additional shares depend on achieving these results.
conversion/exercise price financial
"The correct conversion/exercise price for the reported transaction is $50.06"
Form 4/A regulatory
"This Form 4/A amends the reporting person's original Form 4"
Form 4/A is an amended filing that corrects or updates an earlier Form 4, the mandatory report that insiders (like company executives, directors, or large shareholders) must file when their ownership stakes change. Think of it as an edited receipt showing who bought or sold stock and when; investors use it to track insider confidence, detect potential conflicts, and spot trading patterns that might signal future company prospects.
contingent right financial
"Each restricted stock unit ("RSU") represents a contingent right to receive one share"
Form 4 Insider Transactions: What Each Field Means →
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
1. Name and Address of Reporting Person*
Lisle Shawn G
(Last)(First)(Middle)
1101 SKOKIE BOULEVARD, SUITE 500
(Street)
NORTHBROOK ILLINOIS 60062
(City)(State)(Zip)
UNITED STATES
(Country)		2. Issuer Name and Ticker or Trading Symbol
STEPAN CO [ SCL ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
VP GC & Secretary
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
02/27/2026		6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)
03/04/2026
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)
CodeVAmount(A) or (D)Price
Common Stock02/27/2026A25.544A$52.5125.544D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(1)03/02/2026A4,49503/02/2027(2)03/02/2029Restricted Stock Units4,495$04,495D
Performance Shares(3)03/02/2026A2,247 (4) (4)Common Stock2,247$02,247D
Stock Appreciation Right$50.06(5)03/02/2026A6,44003/02/2027(2)03/03/2036Common Stock6,440$06,440D
Explanation of Responses:
1. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Stepan Company common stock.
2. Vest ratably over three years beginning on the date shown.
3. Each performance share represents a contingent right to receive one share of Stepan Company common stock.
4. The performance shares vest upon the certification of Stepan Company achieving certain performance goals for the performance period ending December 31, 2028.
5. This Form 4/A amends the reporting person's original Form 4 filed on March 4, 2026 (the "Original Filing"). The Original Filing inadvertently reported an incorrect stock appreciation right ("SAR") conversion/exercise price due to an administrative error in the pricing calculation. The correct conversion/exercise price for the reported transaction is $50.06 not $17.47 as previously reported. This amendment corrects the reported conversion/exercise price. No other aspects of the reported transaction are affected.
/s/ James A. Hart, attorney-in-fact for Shawn G. Lisle05/12/2026
** Signature of Reporting PersonDate
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.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What insider transactions did Stepan (SCL) report for Shawn G. Lisle?

Stepan reported that Shawn G. Lisle received equity-based compensation awards, not open-market trades. These include stock appreciation rights, performance shares, restricted stock units, and a small grant of common stock, all recorded as acquisitions under compensation arrangements rather than purchases or sales.

How many stock appreciation rights did Shawn G. Lisle receive at Stepan (SCL)?

He received 6,440 stock appreciation rights linked to Stepan common stock. Each right has a conversion or exercise price of $50.06 and represents the right to share in stock price appreciation above that level over the award’s term.

What performance and restricted stock awards did Stepan (SCL) grant in this filing?

Stepan granted 2,247 performance shares and 4,495 restricted stock units to Shawn G. Lisle. Each award represents a contingent right to receive one share of common stock, subject to time-based vesting and, for performance shares, achieving specified performance goals.

What correction does this Form 4/A make to Stepan (SCL)’s prior report?

The amendment corrects the stock appreciation right conversion or exercise price. The original filing used $17.47 due to an administrative error; the correct price is $50.06. The filing states no other terms of the reported transaction changed.

Does the Stepan (SCL) Form 4/A show any insider stock sales?

No, the filing shows only grant or award acquisitions. All four reported entries are coded as awards of stock appreciation rights, performance shares, restricted stock units, or common stock, with no open-market sales or dispositions reported in this amendment.