Stepan Co (SCL) director files Form 4 for stock gift and indirect holdings

Rhea-AI Filing Summary

Stepan Co director reports an insider stock transaction. A director of Stepan Co (ticker SCL) filed a Form 4 for a transaction dated 12/23/2025. The filing shows a gift transaction (code G) of 95.858 shares of Stepan common stock at a stated price of $0, reflecting a transfer without consideration. After this transaction, the director directly beneficially owns 126,219.262 shares of Stepan common stock.

The report also lists extensive indirect holdings in Stepan common stock through various vehicles, including an ESOP II trust, multiple family limited liability companies and family trusts, a spouse, a father, and an estate, with certain interests expressly disclaimed except to the extent of any pecuniary interest.

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 F QUINN JR

(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)

X	Director		10% Owner
	Officer (give title below)		Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
12/23/2025

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	12/23/2025		G		95.858	A	$0	126,219.262	D
Common Stock								159,423	D(1)
Common Stock								0.002	I	By Esop II Trust
Common Stock								160,000	I	By Family LLC(2)
Common Stock								0	I	By Family Trust(2)
Common Stock								2,448	I	By Family Trust III
Common Stock								87,500	I	By Family Trust IV(2)
Common Stock								100	I	By Father
Common Stock								1,017	I	By Spouse
Common Stock								0	I	Member Of Plan Committee Of Stepan Company
Common Stock								67.214	I	By Father's ESOP(3)
Common Stock								19,052	I	By Family Trust V
Common Stock								0	I	By Mother's Estate(3)
Common Stock								600	I	By Family Trust VI(3)

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

Explanation of Responses:

1. Joint Tenancy with Spouse.

2. The reporting person disclaims beneficial ownership of these securities, except to extent of any pecuniary interest in the shares.

3. Shares held by an estate of which the reporting person serves as executor.

	/s/ James A. Hart, attorney-in-Fact for F. Quinn Stepan, Jr.	12/29/2025
	** 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).
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.

FAQ

What insider transaction did Stepan Co (SCL) report in this Form 4?

The Form 4 reports a gift transaction (code G) on 12/23/2025 involving 95.858 shares of Stepan Co common stock at a stated price of $0.

How many Stepan Co (SCL) shares does the director directly own after the reported transaction?

Following the reported gift, the director beneficially owns 126,219.262 shares of Stepan Co common stock in direct form.

What is the reporting persons relationship to Stepan Co (SCL)?

The reporting person is identified as a Director of Stepan Co, as indicated in the relationship section of the filing.

What indirect holdings of Stepan Co (SCL) shares are disclosed in the Form 4?

The filing lists multiple indirect holdings, including shares held by an ESOP II Trust, several family LLCs, multiple family trusts, a spouse, a father and a fathers ESOP, as well as an estate where the reporting person serves as executor.

Does the Stepan Co (SCL) director disclaim beneficial ownership of any indirect shares?

Yes. The filing states that the reporting person disclaims beneficial ownership of certain securities, including some family-related holdings, except to the extent of any pecuniary interest in those shares.

Is the Stepan Co (SCL) Form 4 filed by one or multiple reporting persons?

The document indicates that the Form is filed by one reporting person, not by a group.

What explanations are provided for some Stepan Co (SCL) indirect holdings?

The explanations clarify that certain shares are held in joint tenancy with a spouse, that some interests are disclaimed except for pecuniary interest, and that other shares are held by an estate where the reporting person is executor.