-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, AMQJRqlGRH4lt4Y5/z3kCmy4HdeH+A53HlSVlC4ynLZphcJChNMdAExXXtv4oPiw gATZKj2rHIDHLqrUWM0h/g== 0000950124-95-000158.txt : 20000920 0000950124-95-000158.hdr.sgml : 20000920 ACCESSION NUMBER: 0000950124-95-000158 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 19950213 GROUP MEMBERS: F. QUINN STEPAN GROUP MEMBERS: JOHN A. STEPAN GROUP MEMBERS: MARY LOUISE STEPAN GROUP MEMBERS: MARY LOUISE WEHMAN GROUP MEMBERS: PAUL A. STEPAN GROUP MEMBERS: STEPAN CO GROUP MEMBERS: STEPAN VENTURE II SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: STEPAN CO CENTRAL INDEX KEY: 0000094049 STANDARD INDUSTRIAL CLASSIFICATION: 2840 IRS NUMBER: 361823834 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: SEC FILE NUMBER: 005-34475 FILM NUMBER: 95509598 BUSINESS ADDRESS: STREET 1: EDENS & WINNETKA RDS CITY: NORTHFIELD STATE: IL ZIP: 60093 BUSINESS PHONE: 7084467500 MAIL ADDRESS: STREET 1: EDENS & WINNETKA ROAD CITY: NORTHFIELD STATE: IL ZIP: 60093 FORMER COMPANY: FORMER CONFORMED NAME: STEPAN CHEMICAL CO /DE/ DATE OF NAME CHANGE: 19840108 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: STEPAN CO CENTRAL INDEX KEY: 0000094049 STANDARD INDUSTRIAL CLASSIFICATION: 2840 IRS NUMBER: 361823834 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: EDENS & WINNETKA RDS CITY: NORTHFIELD STATE: IL ZIP: 60093 BUSINESS PHONE: 7084467500 MAIL ADDRESS: STREET 1: EDENS & WINNETKA ROAD CITY: NORTHFIELD STATE: IL ZIP: 60093 FORMER COMPANY: FORMER CONFORMED NAME: STEPAN CHEMICAL CO /DE/ DATE OF NAME CHANGE: 19840108 SC 13G 1 SCHEDULE 13G 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2)* STEPAN COMPANY - - - - -------------------------------------------------------------------------------- (Name of Issuer) 5 1/2% Convertible Preferred - - - - -------------------------------------------------------------------------------- (Title of Class of Securities) 858586-20-9 --------------------------- (CUSIP Number) Check the following box if a fee is being paid with this statement / /. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 4 pages 2 CUSIP No. 858586-29-9 13G Page 2 of 4 Pages 1 NAME OF REPORTING PERSON S.S or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON STEPAN VENTURE II 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A 5 SOLE VOTING POWER 166,480 shares NUMBER OF SHARES 6 SHARED VOTING POWER BENEFICIALLY OWNED BY EACH 7 SOLE DISPOSITIVE POWER REPORTING 166,480 shares PERSON WITH 8 SHARED DISPOSITIVE POWER 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 166,480 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 21.4% 12 TYPE OF REPORTING PERSON* PARTNERSHIP *SEE INSTRUCTION BEFORE FILLING OUT! Page 2 of 4 pages 3 Page 3 of 4 Item 1(a) Name of issuer: Stepan Company Item 1(b) Address of issuer's principal executive offices: 22 West Frontage Road Northfield, Illinois 60093 Item 2(a) Name of person filing: See Item 1 of cover page Item 2(b) Address of principal business office or, if none, residence: Stepan Company 22 West Frontage Road Northfield, Illinois 60093 Item 2(c) Citizenship: See Item 4 of cover page Item 2(d) Title of class of securities: 5 1/2 percent Convertible Preferred Item 2(e) CUSIP number: 858586-20-9 Item 3 Not applicable Item 4 Ownership (a) Amount beneficially owned: See Item 9 of cover page (b) Percent of Class: See Item 11 of cover page (c) Number of shares as to which such person has: (i) Sole power to vote or direct the vote See Item 5 of cover page (ii) Shares power to vote or direct the vote - See Item 6 of cover page (iii) Sole power to dispose or direct the disposition of See Item 7 of cover page (iv) Shares power to dispose or direct the disposition of: See Item 8 of cover page Item 5 Ownership of five percent or less of a class: Not applicable Item 6 Ownership of more than five percent on behalf of another person: Of the shares reported herein, F. Quinn Stepan and Paul H. Stepan, as the general partners of Stepan Venture I, an Illinois limited partnership, which in turn is the sole general partner of Stepan 4 Page 4 of 4 Venture II, an Illinois limited partnership, have over 166,480 of the issuer's 5 1/2 percent Convertible Preferred shares owned by Stepan Venture II. (note - Stepan Company 5 1/2 percent Convertible Preferred shares were split 8-for- 1 on April 30, 1993) Item 7 Identification and classification of the subsidiary which acquired the security being reported on by the parent holding company: Not applicable Item 8 Identification and classification of members of the group: Not applicable Item 9 Notice of dissolution of group: Not applicable Item 10 Certification: Not applicable Signature - After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. February 10, 1995 - - - - ---------------------------- ---------------------------- Dated Signature F. Quinn Stepan ---------------------------- Name 5 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2)* STEPAN COMPANY - - - - -------------------------------------------------------------------------------- (Name of Issuer) 5 1/2% Convertible Preferred - - - - -------------------------------------------------------------------------------- (Title of Class of Securities) 858586-20-9 ------------------- (CUSIP Number) Check the following box if a fee is being paid with this statement / /. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent of less of such class.) (See Rule 13d-7). *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosure provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 4 pages 6 CUSIP No. 858586-20-9 13G Page 2 of 4 Pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON MARY LOUISE WEHMAN 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. 5 SOLE VOTING POWER 76,872 shares NUMBER OF SHARES 6 SHARED VOTING POWER BENEFICIALLY OWNED BY 76,872 shares EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON WITH 8 SHARED DISPOSITIVE POWER 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 76,872 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 9.8% 12 TYPE OF REPORTING PERSON* INDIVIDUAL *SEE INSTRUCTION BEFORE FILLING OUT! Page 2 of 4 pages 7 Page 3 of 4 Item 1(a) Name of issuer: Stepan Company Item 1(b) Address of issuer's principal executive offices: 22 West Frontage Road Northfield, Illinois 60093 Item 2(a) Name of person filing: See Item 1 of cover page Item 2(b) Address of principal business office or, if none, residence: Stepan Company 22 West Frontage Road Northfield, Illinois 60093 Item 2(c) Citizenship: See Item 4 of cover page Item 2(d) Title of class of securities: 5 1/2 percent Convertible Preferred Item 2(e) CUSIP number: 858586-20-9 Item 3 Not applicable Item 4 Ownership (a) Amount beneficially owned: See Item 9 of cover page (b) Percent of Class: See Item 11 of cover page (c) Number of shares as to which such person has: (i) Sole power to vote or direct the vote See Item 5 of cover page (ii) Shares power to vote or direct the vote - See Item 6 of cover page (iii) Sole power to dispose or direct the disposition of See Item 7 of cover page (iv) Shares power to dispose or direct the disposition of: See Item 8 of cover page Item 5 Ownership of five percent of less of a class: Not applicable Item 6 Ownership of more than five percent on behalf of another person: Not applicable 8 Page 4 of 4 Item 7 Identification and classification of the subsidiary which acquired the security being reported on by the parent holding company: Not applicable Item 8 Identification and classification of members of the group: Not applicable Item 9 Notice of dissolution of group: Not applicable Item 10 Certification: Not applicable Signature - After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. February 10, 1995 - - - - --------------------------------- ------------------------------- Dated Signature Mary Louise Wehman ------------------------------- Name 9 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2)* STEPAN COMPANY - - - - -------------------------------------------------------------------------------- (Name of Issuer) 5 1/2% Convertible Preferred - - - - -------------------------------------------------------------------------------- (Title of Class of Securities) 858586-20-9 ---------------------------------- (CUSIP Number) Check the following box if a fee is being paid with this statement / /. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item I; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or othewise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 4 pages 10 CUSIP No. 858586-20-9 13G Page 2 of 4 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON MARY LOUISE STEPAN 2 CHECK THE APPROPRIATE BOX IF A MEMEBER OF A GROUP* (a) / / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. 5 SOLE VOTING POWER NUMBER OF 76,872 shares SHARES BENEFICIALLY 6 SHARED VOTING POWER OWNED BY EACH 7 SOLE DISPOSITIVE POWER REPORTING 76,872 shares PERSON WITH 8 SHARED DISPOSITIVE POWER 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 76,872 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 9.8% 12 TYPE OF REPORTING PERSON* INDIVIDUAL *SEE INSTRUCTION BEFORE FILLING OUT! Page 2 of 4 pages 11 Page 3 of 4 Item 1(a) Name of issuer: Stepan Company Item 1(b) Address of issuer's principal executive offices: 22 West Frontage Road Northfield, Illinois 60093 Item 2(a) Name of person filing: See Item 1 of cover page Item 2(b) Address of principal business office or, if none, residence: Stepan Company 22 West Frontage Road Northfield, Illinois 60093 Item 2(c) Citizenship: See Item 4 of cover page Item 2(d) Title of class of securities: 5 1/2 percent Convertible Preferred Item 2(e) CUSIP number: 858586-20-9 Item 3 Not applicable Item 4 Ownership (a) Amount beneficially owned: See Item 9 of cover page (b) Percent of Class: See Item 11 of cover page (c) Number of shares as to which such person has: (i) Sole power to vote or direct the vote See Item 5 of cover page (ii) Shares power to vote or direct the vote - See Item 6 of cover page (iii) Sole power to dispose or direct the disposition of See Item 7 of cover page (iv) Shares power to dispose or direct the disposition of: See Item 8 of cover page Item 5 Ownership of five percent or less of a class: Not applicable Item 6 Ownership of more than five percent on behalf of another person: Not applicable 12 Page 4 of 4 Item 7 Identification and classification of the subsidiary which acquired the security being reported on by the parent holding company: Not applicable Item 8 Identification and classification of members of the group: Not applicable Item 9 Notice of dissolution of group: Not applicable Item 10 Certification: Not applicable Signature - After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. February 10, 1995 - - - - ---------------------------- ---------------------------- Dated Signature Mary Louise Stepan ---------------------------- Name 13 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO.2)* STEPAN COMPANY - - - - -------------------------------------------------------------------------------- (Name of Issuer) 5 1/2% Convertible Preferred - - - - -------------------------------------------------------------------------------- (Title of Class of Securities) 858586-20-9 ------------------------ (CUSIP Number) Check the following box if a fee is being paid with this statement / /. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 4 pages 14 CUSIP No. 858586-20-9 13G Page 2 of 4 Pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON JOHN A. STEPAN 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 3 SEC USE ONLY U.S.A. 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. 5 SOLE VOTING POWER 76,872 shares NUMBER OF SHARES 6 SHARED VOTING POWER BENEFICIALLY OWNED BY EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON 76,872 shares 8 SHARED DISPOSITIVE POWER 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 76,872 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 9.8% 12 TYPE OF REPORTING PERSON* INDIVIDUAL *SEE INSTRUCTION BEFORE FILLING OUT! Page 2 of 4 pages 15 Page 3 of 4 Item 1(a) Name of issuer: Stepan Company Item 1(b) Address of issuer's principal executive offices: 22 West Frontage Road Northfield, Illinois 60093 Item 2(a) Name of person filing: See Item 1 of cover page Item 2(b) Address of principal business office or, if none, residence: Stepan Company 22 West Frontage Road Northfield, Illinois 60093 Item 2(c) Citizenship: See Item 4 of cover page Item 2(d) Title of class of securities: 5 1/2 percent Convertible Preferred Item 2(e) CUSIP number: 858586-20-9 Item 3 Not applicable Item 4 Ownership (a) Amount beneficially owned: See Item 9 of cover page (b) Percent of Class: See Item 11 of cover page (c) Number of shares as to which such person has: (i) Sole power to vote or direct the vote See Item 5 of cover page (ii) Shares power to vote or direct the vote - See Item 6 of cover page (iii) Sole power to dispose or direct the disposition of See Item 7 of cover page (iv) Shares power to dispose or direct the disposition of: See Item 8 of cover page Item 5 Ownership of five percent or less of a class: Not applicable Item 6 Ownership of more than five percent on behalf of another person: Not applicable 16 Page 4 of 4 Item 7 Identification and classification of the subsidiary which acquired the security being reported on by the parent holding company: Not applicable Item 8 Identification and classification of members of the group: Not applicable Item 9 Notice of dissolution of group: Not applicable Item 10 Certification: Not applicable Signature - After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. February 10, 1995 - - - - --------------------- ---------------------- Dated Signature John A. Stepan ---------------------- Name 17 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 2)* STEPAN COMPANY - - - - ------------------------------------------------------------------------------- (Name of Issuer) 5 1/2% Convertible Preferred - - - - ------------------------------------------------------------------------------- (Title of Class of Securities) 858586-20-9 ------------------------ (CUSIP Number) Check the following box if a fee is being paid with this statement / /. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting benefical ownership of five percent or less of such class.) (See Rule 13d-7). * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 4 pages 18 CUSIP No. 858586-20-9 13G Page 2 of 4 Pages 1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON PAUL H. STEPAN 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a)__ (b)__ 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. 5 SOLE VOTING POWER 159,616 NUMBER OF SHARES 6 SHARED VOTING POWER BENEFICIALLY 166,480 OWNED BY EACH 7 SOLE DISPOSITIVE POWER REPORTING PERSON 159,616 WITH 8 SHARED DISPOSITIVE POWER 166,480 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 326,096 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 41.87% 12 TYPE OF REPORTING PERSON* INDIVIDUAL *SEE INSTRUCTION BEFORE FILLING OUT! Page 2 of 4 pages 19 Page 3 of 4 Item 1(a) Name of issuer: Stepan Company Item 1(b) Address of issuer's principal executive offices: 22 West Frontage Road Northfield, Illinois 60093 Item 2(a) Name of person filing: See Item 1 of cover page Item 2(b) Address of principal business office or, if none, residence: Stepan Company 22 West Frontage Road Northfield, Illinois 60093 Item 2(c) Citizenship: See Item 4 of cover page Item 2(d) Title of class of securities: 5 1/2 percent Convertible Preferred Item 2(e) CUSIP number: 858586-20-9 Item 3 Not applicable Item 4 Ownership (a) Amount beneficially owned: See Item 9 of cover page (b) Percent of Class: See Item 11 of cover page (c) Number of shares as to which such person has: (i) Sole power to vote or direct the vote See Item 5 of cover page (ii) Shares power to vote or direct the vote - See Item 6 of cover page (iii) Sole power to dispose or direct the disposition of See item 7 of cover page (iv) Shares power to dispose or direct the disposition of: See Item 8 of cover page Item 5 Ownership of five percent or less of a class: Not applicable Item 6 Ownership of more than five percent on behalf of another person: Of the shares reported herein, F. Quinn Stepan and Paul H. Stepan, as the general partners of Stepan Venture I, an Illinois limited partnership, which in turn is the sole general partner of Stepan 20 Page 4 of 4 Venture II, an Illinois limited partnership, have over 166,480 of the issuer's 5 1/2 percent Convertible Preferred shares owned by Stepan Venture II. (note - Stepan Company 5 1/2 percent Convertible Preferred shares were split 8-for-1 on April 30, 1993) Item 7 Identification and classification of the subsidiary which acquired the security being reported on by the parent holding company: Not applicable Item 8 Identification and classification of members of the group: Not applicable Item 9 Notice of dissolution of group: Not applicable Item 10 Certification: Not applicable Signature - After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. February 10, 1995 /s/ Paul H. Stepan - - - - -------------------------------- ----------------------------------- Dated Signature Paul H. Stepan ----------------------------------- Name 21 UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 SCHEDULE 13G UNDER THE SECURITIES EXCHANGE ACT OF 1934 (AMENDMENT NO. 9)* STEPAN COMPANY - - - - -------------------------------------------------------------------------------- (Name of Issuer) COMMON STOCK $1 PAR VALUE - - - - -------------------------------------------------------------------------------- (Title of Class of Securities) 858586-10-0 -------------------------------- (CUSIP Number) Check the following box if a fee is being paid with this statement / /. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). * The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 4 pages 22 CUSIP No. 858586-10-0 13G Page 2 of 4 Pages 1 NAME OF REPORTING PERSON S.S. or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON PAUL H. STEPAN 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. 5 SOLE VOTING POWER 40,604 (Common stock shares split 2-for-1 on Dec. 15, 1994) NUMBER OF SHARES 6 SHARED VOTING POWER BENEFICIALLY 471,146 (Common stock shares split 2-for-1 on OWNED BY Dec. 15, 1994) EACH REPORTING 7 SOLE DISPOSITIVE POWER PERSON 40,604 WITH 8 SHARED DISPOSITIVE POWER 471,146 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 511,750 - includes shares held by spouse and under trusts for benefit of minor children 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 5.2% 12 TYPE OF REPORTING PERSON* INDIVIDUAL *SEE INSTRUCTION BEFORE FILLING OUT! Page 2 of 4 pages 23 Page 3 of 4 Item 1(a) Name of issuer: Stepan Company Item 1(b) Address of issuer's principal executive offices: 22 West Frontage Road Northfield, Illinois 60093 Item 2(a) Name of person filing: See Item 1 of cover page Item 2(b) Address of principal business office or, if none, residence: Stepan Company 22 West Frontage Road Northfield, Illinois 60093 Item 2(c) Citizenship: See Item 4 of cover page Item 2(d) Title of class of securities: Common Item 2(e) CUSIP number: 858586-10-0 Item 3 Not applicable Item 4 Ownership (a) Amount beneficially owned: See Item 9 of cover page (b) Percent of Class: See Item 11 of cover page (c) Number of shares as to which such person has: (i) Sole power to vote or direct the vote See Item 5 of cover page (ii) Shares power to vote or direct the vote - See Item 6 of cover page (iii) Sole power to dispose or direct the disposition of See Item 7 of cover page (iv) Shares power to dispose or direct the disposition of: See Item 8 of cover page Item 5 Ownership of five percent or less of a class: Not applicable Item 6 Ownership of more than five percent on behalf of another person: Of the shares reported herein, F. Quinn Stepan and Paul H. Stepan, as the general partners of Stepan Venture I, an Illinois limited partnership, which in turn is the sole general partner of Stepan 24 Page 4 of 4 Venture II, an Illinois limited partnership, have over 471,146 of the issuer's common shares owned by Stepan Venture II. Item 7 Identification and classification of the subsidiary which acquired the security being reported on by the parent holding company: Not applicable Item 8 Identification and classification of members of the group: Not applicable Item 9 Notice of dissolution of group: Not applicable Item 10 Certification: Not applicable Signature - After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. February 10, 1995 /s/ Paul H. Stepan - - - - ---------------------- ---------------------------- Dated Signature Paul H. Stepan ---------------------------- Name 25 UNITES STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13G Under the Securities Exchange Act of 1934 (Amendment No. 13)* STEPAN COMPANY - - - - -------------------------------------------------------------------------------- (Name of Issuer) COMMON STOCK $1 PAR VALUE - - - - -------------------------------------------------------------------------------- (Title of Class of Securities) 858586-10-0 - - - - -------------------------------------------------------------------------------- (CUSIP Number) Check the following box if a fee is being paid with this statment / /. (A fee is not required only if the filing person: (1) has a previous statement on file reporting beneficial ownership of more than five percent of the class of securities described in Item 1; and (2) has filed no amendment subsequent thereto reporting beneficial ownership of five percent or less of such class.) (See Rule 13d-7). *The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page. The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes). Page 1 of 4 pages 26 CUSIP No. 858586-10-0 13G Page 2 of 4 Pages 1 NAME OF REPORTING PERSON S.S or I.R.S. IDENTIFICATION NO. OF ABOVE PERSON F. QUINN STEPAN 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / / (b) / / 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION U.S.A. 5 SOLE VOTING POWER NUMBER OF 873,882 shares, includes 285,800 shares under options SHARES exercisable within six (6) months (common shares BENEFICIALLY split 2-for-one on 12-15-94) OWNED BY EACH 6 SHARED VOTING POWER REPORTING PERSON 471,146 (see item 8) WITH 7 SOLE DISPOSITIVE POWER 873,882 8 SHARED DISPOSITIVE POWER 471,146 9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,051,800 shares, includes shares held by spouse and spouse as trustee under trusts for the benefit of minor children 10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES* 11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9 20.6% 12 TYPE OF REPORTING PERSON* INDIVIDUAL *SEE INSTRUCTION BEFORE FILLING OUT! Page 2 of 4 pages 27 page 3 of 4 Item 1(a) Name of issuer: Stepan Company Item 1(b) Address of issuer's principal executive offices: 22 West Frontage Road Northfield, Illinois 60093 Item 2(a) Name of person filing: See Item 1 of cover page Item 2(b) Address of principal business office or, if none, residence Stepan Company 22 West Frontage Raod Northfield, Illinois 60093 Item 2(c) Citizenship See Item 4 of cover page Item 2(d) Title of class of securities: Common Item 2(e) CUSIP number: 858586-10-0 Item 3 Not applicable Item 4 Ownership (a) Amount beneficially owned: See Item 9 of cover page (b) Percent of Class: See Item 11 of cover page (c) Number of shares as to which such person has: (i) Sole power to vote or direct the vote See Item 5 of cover page (ii) Shares power to vote or direct the vote - See Item 6 of cover page (iii) Sole power to dispose or direct the disposition of See Item 7 of cover page (iv) Shares power to dispose or direct the disposition of: See Item 8 of cover page Item 5 Ownership of five percent or less of a class: Not applicable Item 6 Ownership of more than five percent on behalf of another person: Of the shares reported herein, F. Quinn Stepan and Paul H. Stepan, as the general partners of Stepan Venture I, an Illinois limited partnership, which in turn is the sole general partner of Stepan 28 Page 4 of 4 Venture II, an Illinois limited partnership, have over 471,146 of the issuer's common shares owned by Stepan Venture II. Item 7 Identification and classification of the subsidiary which acquired the security being reported on by the parent holding company: Not applicable Item 8 Identification and clasification of members of the group: Not applicable Item 9 Notice of dissolution of group: Not applicable Item 10 Certification: Not applicable Signature - After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. February 10, 1995 - - - - ------------------------- ---------------------------------------- Dated Signature F. Quinn Stepan ---------------------------------------- Name -----END PRIVACY-ENHANCED MESSAGE-----