STEIN MART, INC. (NASDAQ:SMRT) 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

(e) On August 1, 2017, Stein Mart, Inc. (the “Registrant”) entered into amended employment agreements with D. Hunt Hawkins, the Registrant’s Chief Executive Officer, and Gregory W. Kleffner, the Registrant’s Executive Vice President and Chief Financial Officer (collectively, the “Employment Agreements”), each of which is effective as of August 1, 2017. Mr.Hawkins’ Employment Agreement replaces the Employment Agreement between Mr.Hawkins and the Registrant dated September15, 2015, and Mr.Kleffner’s Employment Agreement replaces the Employment Agreement between Mr.Kleffner and the Registrant dated July31, 2015.

The amendments to Mr.Hawkins’ Employment Agreement, which has an initial two-year term, provide that the agreement will automatically renew for successive two-year terms unless the Registrant or the executive gives written notice not to renew at least 60 days before the end of the initial term or any renewal term. Other than updates to reflect Mr.Hawkins’ current title and base salary, there are no further amendments to Mr.Hawkins’ Employment Agreement.

The amendments to Mr. Kleffner’s Employment Agreement also include an initial two-year term, which automatically renews for successive two-year terms unless the Registrant or the executive gives written notice not to renew at least 60 days before the end of the initial term or any renewal term, and reflect his current base salary. In addition, for 2018, 2019 and 2020, if Mr. Kleffner remains in his current position with the Registrant as of April1 of that year, then he will be entitled to receive either his earned bonus for the preceding fiscal year, if any, or a retention bonus of $150,000, whichever is greater. Other amendments to Mr. Kleffner’s Employment Agreement include (i)providing that Mr. Kleffner may sit on the board of directors of another company that is not a direct competitor of the Registrant, (ii)amending the definitions of “Cause” and “Good Reason” to, among other things, revise which changes to the executive’s duties and compensation will constitute “Good Reason” for purposes of the agreement and (iii)requiring the unanimous approval of the Registrant’s independent directors to terminate Mr. Kleffner.

The foregoing summary of the amendments to the Employment Agreements is not complete and is qualified in its entirety by the Employment Agreements, which are attached as Exhibits 10.1 and 10.2 to this Current Report on Form 8-K and are incorporated by reference herein.

(d) Exhibits

STEIN MART INC Exhibit
EX-10.1 2 d437463dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 D. Hunt Hawkins AMENDED AGREEMENT WITH STEIN MART,…
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About STEIN MART, INC. (NASDAQ:SMRT)

Stein Mart, Inc. is a national retailer offering the fashion merchandise, service and presentation of a department or specialty store. The Company offers apparel for women and men, as well as accessories, shoes and home fashions. The Company’s target customers are women over 45 years old. The Company operates approximately 280 stores in over 30 states and an Internet store. Its stores are located in the Northeast, Midwest, Southeast, Texas and the Southwest. It is concentrated in the Southeast and Texas where over 180 of its stores are located. The Company’s stores offer a range of services, such as merchandise locator service, a Preferred Customer program, co-branded and private label credit card programs, and electronic gift cards. The Company’s merchants purchase products from approximately 1,200 vendors. It leases all of its store locations, generally for approximately 10 years with options to extend the lease term for over two or five year periods.