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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

Form 8-K

 

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): 4/27/2021

 

STEPAN COMPANY

(Exact name of registrant as specified in its charter)

 

Commission File Number: 1-4462

 

Delaware

 

36-1823834

(State or other jurisdiction of incorporation)

 

(IRS Employer Identification No.)

22 West Frontage Road, Northfield, Illinois 60093

(Address of principal executive offices, including zip code)

(847) 446-7500

(Registrant’s telephone number, including area code)

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

Trading Symbol(s)

Name of Each exchange on which registered

Common Stock, $1 par value

SCL

New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).

Emerging growth company 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. 

 

 

 

 


 

 

Item 5.07.Submission of Matters to a Vote of Security Holders

 

Stepan Company (“Stepan”) held its Annual Meeting of Stockholders on April 27, 2021 (the “Annual Meeting”). At the Annual Meeting, there were 20,226,305 shares of Stepan’s common stock represented to vote either in person or by proxy, which represented a quorum. Stockholders voted on the following matters at the Annual Meeting: (1) election of three nominees to serve as directors until the annual meeting of stockholders to be held in 2024; (2) an advisory vote to approve the compensation of Stepan’s named executive officers; and (3) ratification of the appointment of Deloitte & Touche LLP as Stepan’s independent registered public accounting firm for fiscal year 2021.

 

Set forth below are the matters acted upon at the Annual Meeting and final voting results on each such matter as reported by Stepan’s inspector of elections.

 

Proposal 1: Election of Directors

 

NAME

FOR

AGAINST

ABSTAIN

BROKER NON‑VOTES

 

 

 

 

 

Randall S. Dearth

18,395,073

311,146

11,265

1,508,821

 

 

 

 

 

Gregory E. Lawton

18,177,959

529,635

9,890

1,508,821

 

 

 

 

 

Jan Stern Reed

18,399,070

309,263

9,151

1,508,821

 

Proposal 2:  Advisory Vote to Approve the Compensation of Stepan’s Named Executive Officers

 

FOR

AGAINST

ABSTAIN

BROKER NON‑VOTES

 

 

 

 

18,274,929

426,837

15,717

1,508,821

 

Proposal 3:  Ratification of the Appointment of Deloitte & Touche LLP as Stepan’s Independent Registered Public Accounting Firm for 2021

 

FOR

AGAINST

ABSTAIN

 

 

 

20,093,052

124,617

8,636

 

 

 

 

 

 


 

 

 

 

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

 

 

 

 

STEPAN COMPANY

Date: May 3, 2021  

 

 

 

 

By:

 

 

/s/ David G. Kabbes

 

 

 

 

 

 

David G. Kabbes

 

 

 

 

 

 

Vice President, General Counsel and Secretary