SEC Form 4 · accession 0001127602-17-008082
STEPAN CO · SCL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott D Beamer
Officer — VP & Chief Financial Officer
Period of report
Feb 21, 2017
Accepted (ET)
Feb 23, 2017 · 8:53 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000094049
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 21, 2017 | M | 1,449 | $0.00 | A | 8,881 | D | |
| Common StockF2 | Feb 23, 2017 | J | 40,837 | $78.91 | D | 401,210 | I | Member Of Plan Committee Of Stepan Company |
| Common Stock | Feb 23, 2017 | A | 102 | $78.91 | A | 423 | I | By Esop II Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F3 | $78.58 | Feb 21, 2017 | A | 2,848 | A | Feb 21, 2018 | Feb 20, 2027 | Common Stock | 2,848 | 2,848 | D |
| Stock Appreciation RightF3 | $78.58 | Feb 21, 2017 | A | 8,544 | A | Feb 21, 2018 | Feb 20, 2027 | Common Stock | 8,544 | 8,544 | D |
| Performance SharesF4 | — | Feb 21, 2017 | A | 2,291 | A | — | — | Common Stock | 2,291 | 2,291 | D |
| Performance SharesF5 | — | Feb 21, 2017 | M | 1,615 | D | — | — | Common Stock | 1,615 | 0 | D |
Explanation of responses
- F1Amount reported reflects vesting of 1,449 performance shares as shown on Table II due to achievement of certain financial targets by December 31, 2016.
- F2Reflects transfer of 40,837 shares of Stepan Company Common Stock from the Stepan Company Pension Plan to the Employee Stock Ownership Plan II (ESOP II) established by Stepan Company. The reporting person is a member of the Plan Committee of Stepan Company which has oversight responsibility over investments of funds for employee benefit programs.
- F3Vests ratably over three years beginning on the date shown.
- F4Each performance share represents a contingent right to receive 1 share of Stepan Company Common Stock. The performance shares vest upon Stepan Company achieving certain financial targets by December 31, 2019.
- F5The performance shares vested upon Stepan Company achieving certain financial targets by December 31, 2016.