SCL insider report: RSUs, SARs, and 579 performance shares awarded

Rhea-AI Filing Summary

Stepan Company (SCL) — Officer equity grants reported. On 11/07/2025, the VP & CHRO reported awards of 1,159 Restricted Stock Units, 1,638 Stock Appreciation Rights with an exercise price of $43.15, and 579 performance shares.

The RSUs and SARs vest ratably over three years beginning 11/07/2026; the RSUs expire 11/07/2028 and the SARs expire 11/07/2035. The performance shares vest upon certification of performance goals for the period ending December 31, 2027.

Insights

Executive compensation analyst

Routine equity awards; modest dilution, time- and performance-based.

Stepan reported equity grants to its VP & CHRO on 11/07/2025: 1,159 RSUs, 1,638 SARs at $43.15 exercise price, and 579 performance shares. Grants were recorded at $0 price as they are awards, not open-market buys.

RSUs and SARs vest ratably over three years beginning 11/07/2026, with expirations on 11/07/2028 (RSUs) and 11/07/2035 (SARs). Performance shares vest upon certification for the period ending December 31, 2027. Actual share delivery depends on service and performance outcomes.

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

OMB APPROVAL

OMB Number:			3235-0287
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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^*

Barry Andrea Jean

(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)
	VP & CHRO

3. Date of Earliest Transaction (Month/Day/Year)
11/07/2025

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

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	(1)	11/07/2025		A		1,159		11/07/2026(2)	11/07/2028	Restricted Stock Units	1,159	$0	1,159	D
Stock Appreciation Right	$43.15	11/07/2025		A		1,638		11/07/2026(2)	11/07/2035	Common Stock	1,638	$0	1,638	D
Performance Shares	(3)	11/07/2025		A		579		(4)	(4)	Common Stock	579	$0	579	D

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, 2027.

	/s/ James A. Hart, attorney-in-fact for Andrea J. Barry	11/10/2025
	** 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 did Stepan (SCL) report in this Form 4?

Equity awards to the VP & CHRO on 11/07/2025: 1,159 RSUs, 1,638 SARs with a $43.15 exercise price, and 579 performance shares.

How do the RSUs and SARs vest for SCL's officer?

They vest ratably over three years beginning 11/07/2026.

What are the expiration dates for these awards at Stepan (SCL)?

RSUs expire on 11/07/2028; SARs expire on 11/07/2035.

What triggers vesting of the performance shares at SCL?

They vest upon certification of achieving performance goals for the period ending December 31, 2027.

What is the exercise price of the SARs granted at Stepan (SCL)?

The SARs carry an exercise price of $43.15 per share.

Who is the reporting person in the SCL Form 4?

An Officer of the company, titled VP & CHRO.