Form 4: Stepan CEO Converts RSUs to Common Stock

Stepan Co. President & CEO Luis Rojo converted 683 Restricted Stock Units into common stock and settled tax obligations through RSU withholding.

Summary

• Luis Rojo, President & CEO and Director of Stepan Co. (SCL), acquired 683 shares of common stock through the settlement of Restricted Stock Units (RSUs).
• The transaction occurred on February 17, 2026, with the common stock valued at $66.39 per share.
• Following the transaction, Rojo directly beneficially owns 15,877.901 shares of common stock and indirectly owns 511.83 shares via the Esop II Trust.
• A total of 683 derivative Restricted Stock Units were converted into common stock.
• An additional 237 Restricted Stock Units were disposed of to satisfy tax withholding obligations, at a price of $66.39 per unit.
• After these transactions, Rojo directly beneficially owns 795 Restricted Stock Units.

Sentiment

Score: 5

Explanation: StockSavvy.ai views this as a neutral event. It represents a routine insider transaction related to executive compensation, with no immediate positive or negative implications for the company's operational or financial performance.

Positives

• Luis Rojo increased his direct beneficial ownership of Stepan Co. common stock by 683 shares through the settlement of Restricted Stock Units, demonstrating continued alignment with shareholder interests.

Negatives

• A portion of the Restricted Stock Units (237 shares) was withheld to cover tax liabilities, reducing the net number of shares received from the gross award.

Future Outlook

This filing does not contain forward-looking statements or guidance, as it is a report of past insider transactions.

Industry Context

StockSavvy.ai notes that the conversion of Restricted Stock Units (RSUs) into common stock and the subsequent withholding of shares for tax purposes are routine events in executive compensation plans across various industries. These transactions are typically pre-scheduled and reflect the standard operation of long-term incentive programs.

Comparison to Industry Standards

• The vesting and settlement of Restricted Stock Units (RSUs) as a component of executive compensation is a widely adopted practice across U.S. publicly traded companies, including those in the specialty chemicals sector where Stepan Co. operates.
• The mechanism of withholding shares to cover tax obligations upon RSU vesting is a standard industry practice, ensuring compliance with tax laws for equity compensation.
• This type of transaction is comparable to similar RSU settlements seen at companies like Ecolab Inc. (ECL) or PPG Industries, Inc. (PPG), where executives regularly convert vested equity awards into common stock as part of their compensation structure.

Stakeholder Impact

• Shareholders: The transaction represents a minor, routine increase in the CEO's direct ownership, which can be viewed as a positive alignment of interests, though it is not a discretionary purchase based on new information.
• Employees: No direct impact on employees beyond the CEO's compensation structure.

Next Steps

• Future vesting of any remaining unvested Restricted Stock Units held by Luis Rojo, according to the established vesting schedule.

Key Dates

Recommendation

This Form 4 reports a routine insider transaction related to executive compensation, specifically the conversion of Restricted Stock Units (RSUs) into common stock and the subsequent withholding of shares for tax purposes. Such transactions are generally pre-scheduled and do not typically signal a change in the company's fundamental outlook or warrant a shift in investment strategy. It reflects the ongoing compensation structure for the CEO rather than a discretionary buy or sell decision based on new material information.

Keywords

Stepan Co, SCL, Form 4, insider transaction, Restricted Stock Units, RSU conversion, common stock, Luis Rojo, executive compensation