STEPAN CO·4

Feb 19, 7:48 PM ET

Rojo Luis 4

4 · STEPAN CO · Filed Feb 19, 2026

Research Summary

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Stepan (SCL) CEO Luis Rojo Exercises RSUs; Shares Withheld for Taxes

What Happened
Luis Rojo, President & CEO and a director of Stepan Company, had 683 restricted stock units (RSUs) settle into 683 shares of common stock on 2026-02-17 (Form 4 transaction code M). The gross value of the shares at the reported price ($66.39) was $45,344. To cover tax withholding, 237 of those shares were surrendered (code F) valued at $15,734, leaving a net issuance to Rojo of 446 shares (≈ $29,610 at $66.39). This was a routine compensation settlement of RSUs, not an open-market purchase or sale.

Key Details

  • Transaction date: 2026-02-17; reported price per share: $66.39.
  • Gross shares settled: 683; shares withheld for taxes: 237; net shares delivered: 446 (683 − 237).
  • Dollar amounts reported: gross value $45,344; tax withholding value $15,734; net value ≈ $29,610.
  • Form shows both the conversion/acquisition of 683 derivative units into shares (M) and the disposition/cancellation of the derivative units at $0 — standard when RSUs are settled.
  • Footnotes: F1–F3 state RSUs were settled into common stock, each RSU equals one share, and the awards vest ratably over three years beginning on the date shown.
  • Filing: Report filed on 2026-02-19 (two business days after the 2/17 transaction), which is within the typical 2-business-day Form 4 filing window.
  • Shares owned after the transaction: not specified in the provided transaction summary.

Context
This transaction reflects compensation-related RSU vesting and routine tax withholding rather than a market purchase or sale. Such settlements are common for executives receiving equity awards and do not by themselves signal a buy or sell decision in the open market. The Form’s separate M (exercise/conversion) and F (tax withholding) codes are standard for RSU-to-share settlements and withholding to satisfy tax obligations.

Insider Transaction Report

Form 4
Period: 2026-02-17
Rojo Luis
DirectorPresident & CEO
Transactions
  • Exercise/Conversion

    Common Stock

    [F1]
    2026-02-17$66.39/sh+683$45,34415,877.901 total
  • Exercise/Conversion

    Restricted Stock Units

    [F2][F1][F3]
    2026-02-176831,032 total
    From: 2025-03-04Exp: 2027-03-04Restricted Stock Units (683 underlying)
  • Tax Payment

    Restricted Stock Units

    [F2][F3]
    2026-02-17$66.39/sh237$15,734795 total
    From: 2025-03-04Exp: 2027-03-04Restricted Stock Units (237 underlying)
Holdings
  • Common Stock

    (indirect: By Trust)
    511.83
Footnotes (3)
  • [F1]The restricted stock units ("RSUs") were settled in shares of common stock per the terms of the award.
  • [F2]Each RSU represents a contingent right to receive one share of Stepan Company common stock.
  • [F3]Vests ratably over three years beginning on the date shown.
Signature
/s/ James A. Hart, Attorney-in-Fact for Luis Rojo|2026-02-19

Documents

1 file
  • 4
    form4.xmlPrimary

    PRIMARY DOCUMENT