SMARTINC. (NASDAQ:ACLO) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item 5.02.Departure of Directors or
Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain
Officers.

Election of Director

Effective January5, 2017, the Board of Directors (the Board) of
Smart Final Stores,Inc. (the Company) elected Elaine Rubin to the
Board as a ClassII director, with her term expiring as of the
annual meeting of the stockholders of the Company to be held in
2019.

There are no arrangements or understandings between Ms.Rubin and
any other person to which she was elected to the Board, and there
are no relationships between Ms.Rubin and the Company that would
require disclosure under Item 404(a)of Regulation S-K of the
Securities Exchange Act of 1934, as amended.

In accordance with the Companys director compensation policy,
Ms.Rubin will receive (1)a pro-rated annual cash retainer of
$50,000 for her service as a director, (2)$1,500 for each board
meeting attended and (3)a grant of restricted stock under the
Companys 2014 Stock Incentive Plan in an amount to be determined.

A copy of the Companys press release announcing the foregoing
matters is attached as Exhibit99.1 to this Current Report on
Form8-K and is incorporated herein by reference.

Compensatory Arrangements

As previously disclosed, Martin J. Trtek retired from his
position as President of Cash Carry effective January8, 2017, at
which time he ceased to serve as an executive officer of the
Company. Following his retirement, Mr.Trtek will remain employed
by Cash Carry as an advisor. In his new role, Mr.Trtek will
assist in the transition of his responsibilities and provide
advisory services through January7, 2018. Until his successor is
appointed, Mr.Trteks responsibilities will be assumed by Cash
Carrys senior management team. During the advisory period,
Mr.Trtek will receive a weekly salary of approximately $1,000 and
will be eligible to participate in Cash Carrys non-executive
benefit plans.

Item 9.01. Financial
Statements and Exhibits.

(d) Exhibits: