STOCK TITAN

Stepan (NYSE: SCL) VP gets new equity grants and fixes option price error

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

Rhea-AI Filing Summary

STEPAN CO executive Richard Finn, V.P. and General Manager of Polymers, reported new equity compensation awards. He received a stock appreciation right covering 7,155 shares of common stock with a conversion price of $50.06 per share, expiring on March 3, 2036. He was also granted 2,497 performance shares and 4,994 restricted stock units, each representing the right to receive one share of common stock, with the performance shares tied to goals for a period ending December 31, 2028. The RSUs and certain awards vest ratably over three years starting on the grant date.

This amended Form 4 corrects the previously reported conversion price of the stock appreciation right from $17.47 to $50.06; all other terms of the transaction remain unchanged. Following these awards, Finn reports 241,395.915 shares of common stock held directly, along with additional indirect holdings through an ESOP trust, a personal trust, and family accounts.

Positive

  • None.

Negative

  • None.
Insider Stepan Richard Finn
Role V.P. and Gen'l. Mgr., Polymers
Type Security Shares Price Value
Grant/Award Restricted Stock Units 4,994 $0.00 --
Grant/Award Performance Shares 2,497 $0.00 --
Grant/Award Stock Appreciation Right 7,155 $0.00 --
Grant/Award Common Stock 56.765 $52.51 $3K
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
holding Common Stock -- -- --
Holdings After Transaction: Restricted Stock Units — 4,994 shares (Direct, null); Performance Shares — 2,497 shares (Direct, null); Stock Appreciation Right — 7,155 shares (Direct, null); Common Stock — 241,395.915 shares (Direct, null); Common Stock — 43,439 shares (Indirect, By Daughter)
Footnotes (1)
  1. Each RSU represents a contingent right to receive one share of Stepan Company common stock. Vests 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. Vests ratably over three years beginning on the date shown.
Stock Appreciation Right grant 7,155 shares at $50.06 Conversion/exercise price; expires March 3, 2036
Performance shares granted 2,497 shares Vest based on goals through December 31, 2028
RSUs granted 4,994 units Each unit equals one common share; three-year ratable vesting
Direct common stock holding 241,395.915 shares Shares of Stepan common stock held directly after transactions
ESOP II Trust holding 1,238.22 shares Indirect ownership via ESOP II Trust
Trust indirect holding 95,416 shares Indirect ownership reported as held by trust
Corrected SAR price $50.06 vs. prior $17.47 Amended to fix administrative pricing error
Stock Appreciation Right financial
"The correct conversion/exercise price for the reported Stock Appreciation Right transaction is $50.06"
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
"Each RSU represents a contingent right to receive one share of Stepan Company common stock."
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
"Each performance share represents a contingent right to receive one share of Stepan Company common stock."
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.
Form 4/A regulatory
"This Form 4/A amends the reporting person's original Form 4 filed on March 4, 2026."
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.
ESOP II Trust financial
"Common Stock holding reported as indirect ownership By ESOP II Trust."
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*
Stepan Richard Finn

(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)
V.P. and Gen'l. Mgr., Polymers
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 Stock02/27/2026A56.765A$52.51241,395.915D
Common Stock43,439IBy Daughter
Common Stock43,439IBy Daughter
Common Stock43,439IBy Son
Common Stock5,174IBy Spouse
Common Stock95,416IBy Trust
Common Stock1,238.22IBy 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 (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)03/02/2026A4,99403/02/2027(2)03/02/2029Restricted Stock Units4,994$04,994D
Performance Shares(3)03/02/2026A2,497 (4) (4)Common Stock2,497$02,497D
Stock Appreciation Right$50.06(5)03/02/2026A7,15503/02/2027(6)03/03/2036Common Stock7,155$07,155D
Explanation of Responses:
1. Each RSU represents a contingent right to receive one share of Stepan Company common stock.
2. Vests 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.
6. Vests ratably over three years beginning on the date shown.
/s/ James A. Hart, attorney-in-fact for Mr. Richard Stepan05/12/2026
** 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)

FAQ

What insider transactions did SCL executive Richard Finn report on this Form 4/A?

Richard Finn reported grants of a stock appreciation right, performance shares, restricted stock units, and an additional common stock award. These awards are part of his equity compensation and do not reflect open-market buying or selling activity.

How many stock appreciation rights were granted to Richard Finn at Stepan Co (SCL)?

Richard Finn was granted a stock appreciation right covering 7,155 shares of Stepan common stock at a conversion price of $50.06 per share. The award expires on March 3, 2036, providing long-term equity-linked compensation.

What performance share and RSU awards did SCL grant to Richard Finn?

Finn received 2,497 performance shares and 4,994 restricted stock units, each tied to one share of common stock. The performance shares vest based on goals through December 31, 2028, while the RSUs vest ratably over three years from the grant date.

What correction does this amended Form 4/A for SCL disclose?

The amended filing corrects the conversion price of the stock appreciation right from $17.47 to $50.06. Stepan states that no other aspects of the reported transaction were affected by this administrative pricing error correction.

How many Stepan Co (SCL) common shares does Richard Finn report holding directly?

After the reported transactions, Richard Finn reports 241,395.915 shares of Stepan common stock held directly. He also reports additional indirect holdings through an ESOP trust, a separate trust, and family accounts, reflecting broader exposure to the company’s equity.

What indirect Stepan Co share holdings are associated with Richard Finn?

Finn reports indirect ownership of Stepan common stock through an ESOP II Trust, a trust, his spouse, and his children. These indirect positions include holdings such as 95,416 shares by a trust and several 43,439-share positions held by family members.