SEC Form 4 · accession 0001127602-17-010717
STEPAN CO · SCL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Scott R. Behrens
Officer — VP/GM Surfactants
Period of report
Feb 21, 2017
Accepted (ET)
Mar 7, 2017 · 6:56 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 | 1,542 | $78.52 | A | 6,140 | D | |
| Common Stock | Mar 3, 2017 | F | 480 | $78.52 | D | 5,660 | D | |
| Common Stock | Mar 3, 2017 | F | 226 | $78.52 | D | 5,434 | D | |
| Common Stock | Mar 3, 2017 | M | 2,000 | $41.16 | A | 7,434 | D | |
| Common Stock | Mar 3, 2017 | D | 1,047 | $78.52 | D | 6,387 | D | |
| Common Stock | Mar 3, 2017 | F | 296 | $78.52 | D | 6,091 | D | |
| Common Stock | Mar 6, 2017 | S | 657 | $77.96 | D | 5,434 | D | |
| Common Stock | holding | — | — | — | 3,327 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation Right | $41.16 | Mar 3, 2017 | M | 2,000 | D | Feb 17, 2017 | Feb 16, 2025 | Common Stock | 2,000 | 6,000 | D |
| Performance SharesF7 | $0.00 | Feb 21, 2017 | M | 1,718 | D | — | — | Common Stock | 1,718 | 0 | D |
Explanation of responses
- F1Amount reported reflects vesting of 1,542 performance shares as shown in Table II due to achievement of certain financial targets by December 31, 2016.
- F2The transaction reported reflects the withholding of shares from the performance shares vested on February 21, 2017, which is reported on this Form 4. Withholding of these shares were applied to the reporting person's account on the transaction date shown
- F3The transaction reported reflects the withholding of shares from the performance shares vested on February 21, 2017, which were reported on the Form 4 filed for the reporting person on February 23, 2017. Withholding of these shares were applied to the reporting person's account on the transaction date shown
- F4The Stock Appreciation Rights ("SARs") were settled in shares of common stock as per the terms of the award.
- F5Deemed disposition of underlying common stock to the issuer in an amount equal to the conversion price of the SARs.
- F6Withholding of shares to satisfy tax liability on exercise of SARs.
- F7The performance shares vested upon Stepan Company achieving certain financial targets by December 31, 2016.