Stepan Company filed SEC Form 8-K: Regulation FD Disclosure
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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CURRENT REPORT
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| Item 2.05. | Costs Associated with Exit or Disposal Activities. |
On February 20, 2026, the Board of Directors of Stepan Company (“Stepan” or the “Company”) approved a comprehensive operational and efficiency plan with the objective to deliver approximately $100 million in pre-tax savings over the next two years (“Project Catalyst”). As part of Project Catalyst, the Company will close its Fieldsboro, New Jersey site and decommission select assets at its Elwood (Millsdale), Illinois and Stalybridge, United Kingdom facilities, by mid-2026.
The Company anticipates recognizing restructuring charges in the range of $70 to $80 million in 2026, of which approximately $52 to $62 million is expected to be recognized in the three months ending March 31, 2026. Over the course of the project, cash and non-cash impacts are projected to be in the range of $29 to $44 million and $58 to $62 million, respectively. The restructuring costs will include asset write-downs, decommissioning costs and other related expenses.
| Item 7.01. | Regulation FD Disclosure. |
On February 23, 2026, Stepan issued a press release announcing Project Catalyst and furnished an investor presentation summarizing the initiative. A copy of the press release is attached hereto as Exhibit 99.1. A copy of the investor presentation is available on the Company’s website under the “Investors” section.
The information in this Item 7.01 and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as expressly set forth by specific reference in such filing.
Forward-Looking Statements
The information included in this Current Report on Form 8-K, including the press release furnished as Exhibit 99.1, contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited to, statements about the Company’s plans, objectives, strategies, financial performance and outlook, trends, prospects, and future events. Actual results may differ materially from those expressed or implied by such forward-looking statements due to various risks and uncertainties, including those described in the Company’s filings with the SEC.
These statements are not guarantees of future performance, and stockholders should not place undue reliance on forward-looking statements. There are a number of risks, uncertainties and other important factors, many of which are beyond Stepan Company’s control, that could cause actual results to differ materially from the forward-looking statements contained therein. Such risks, uncertainties and other important factors include, among other factors, the risks, uncertainties and factors described in Stepan Company’s Form 10-K, Form 10-Q and Form 8-K reports and exhibits to those reports, and include (but are not limited to) risks and uncertainties related to accidents, unplanned production shutdowns or disruptions in manufacturing facilities; reduced demand due to customer product reformulations or new technologies; our inability to successfully develop or introduce new products; compliance with laws; our ability to identify suitable acquisition candidates and successfully complete and integrate acquisitions; global competition; volatility of raw material and energy costs and supply; disruptions in transportation or significant changes in transportation costs; downturns in certain industries and general economic downturns; international business risks, including currency exchange rate fluctuations, changes in global trade policies, including tariffs; legal restrictions and taxes; unfavorable resolution of litigation against us; maintaining and protecting intellectual property rights; our ability to access capital markets; global political, military, security or other instability; costs related to expansion or other capital projects; interruption or breaches of information technology systems; our ability to retain executive management and key personnel; and our debt covenants. In addition to the risks described in the Company’s periodic reports, the restructuring actions described herein may involve risks related to the execution of facility closures and asset decommissioning, potential operational disruptions, impacts on employees and local communities, environmental compliance, and the realization of anticipated cost savings and efficiencies.
These forward-looking statements are made only as of the date hereof, and Stepan Company undertakes no obligation to update or revise these forward-looking statements, whether as a result of new information, future events or otherwise, except to the extent required by applicable laws.
| Item 9.01. | Financial Statements and Exhibits. |
| (d) | Exhibits |
| Exhibit |
Description | |
| 99.1 | Press Release dated February 23, 2026 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | |
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: February 23, 2026 | By: | /s/ Shawn G. Lisle | ||||
| Shawn G. Lisle | ||||||
| Vice President, General Counsel and Secretary | ||||||