Stepan (NYSE: SCL) VP logs RSU share vesting and tax-withholding stock disposals

Rhea-AI Filing Summary

Stepan Company executive Richard Finn reported mixed equity transactions tied to restricted stock units (RSUs). On March 3 and 4, 2026, RSUs covering 1,253 and 429 units were settled into an equal number of Stepan common shares per award terms.

To cover tax liabilities on these vestings, Finn disposed of 434 and 149 common shares through tax-withholding transactions at prices of $48.985 and $49.615 per share. He continues to hold additional shares both directly and indirectly through family members and various trusts, as reflected in updated ownership balances.

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).

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 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)

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	V.P. and Gen'l. Mgr., Polymers

3. Date of Earliest Transaction (Month/Day/Year)
03/03/2026

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	03/04/2026		F(1)		149	D	$49.615	242,494.915	D
Common Stock	03/04/2026		M(2)		429	A	$49.615	242,643.915	D
Common Stock	03/03/2026		F(1)		434	D	$48.985	242,214.915	D
Common Stock	03/03/2026		M(2)		1,253	A	$48.985	242,648.915	D
Common Stock								43,439	I	By Daughter
Common Stock								43,439	I	By Daughter
Common Stock								43,439	I	By Son
Common Stock								5,174	I	By Spouse
Common Stock								95,416	I	By Trust
Common Stock								1,238.22	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 (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
Restricted Stock Units	(3)	03/04/2026		M(2)			429	03/04/2025(4)	03/04/2027	Restricted Stock Units	429	$0	429	D
Restricted Stock Units	(5)	03/03/2026		M(2)			1,253	03/03/2026(6)	03/03/2028	Common Stock	1,253	$0	2,506	D

Explanation of Responses:

1. Withholding of shares to satisfy tax liability on the vesting of RSUs.

2. The restricted stock units ("RSUs") were settled in shares of common stock per the terms of the award.

3. Each restricted stock unit ("RSU") represents a contingent right to receive one share of Stepan Company common stock.

4. Vests ratably over three years beginning on the date shown.

5. Each RSU represents a contingent right to receive one share of Stepan Company common stock.

6. Vest ratably over three years beginning on the date shown.

	/s/ James A. Hart, attorney-in-fact for Mr. Richard Stepan	03/05/2026
	** 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).
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FAQ

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

Richard Finn reported RSU settlements into Stepan common stock and related tax-withholding share dispositions. RSUs vesting on March 3 and 4, 2026 converted into shares, with portions of common stock withheld to satisfy tax liabilities per the award terms and Form 4 footnotes.

How many Stepan (SCL) restricted stock units vested for Richard Finn?

Two RSU awards vested for Richard Finn, covering 1,253 units on March 3, 2026 and 429 units on March 4, 2026. Each RSU represents a contingent right to receive one share of Stepan Company common stock, so these vestings were settled in an equal number of common shares.

Were Richard Finn’s Stepan (SCL) share dispositions open-market sales?

No, the dispositions were tax-withholding transactions, not open-market sales. The Form 4 uses transaction code F, indicating shares were delivered to satisfy tax liability arising from RSU vesting, consistent with the footnote that specifies withholding of shares to cover those tax obligations.

At what prices were Stepan (SCL) shares used for tax withholding for Richard Finn?

Shares withheld to satisfy Richard Finn’s tax liabilities were valued at $48.985 per share on March 3, 2026 and $49.615 per share on March 4, 2026. These per-share values apply to the common stock used in the tax-withholding dispositions reported on the Form 4.

How does this Form 4 describe Richard Finn’s indirect Stepan (SCL) holdings?

The Form 4 lists several indirect ownership positions for Richard Finn, including shares held by his daughter, son, spouse, a trust, and an ESOP II trust. These entries report updated total indirect share balances, clarifying the nature of ownership but not showing new buy or sell transactions.

Do the RSU awards for Stepan (SCL) executive Richard Finn vest over time?

Yes, the RSU awards vest over time. A footnote explains that the restricted stock units vest ratably over three years beginning on the date shown, meaning portions of each RSU grant convert into Stepan common stock each year across that three-year vesting schedule.