StoneMor Partners L.P. (NYSE:STON) Files An 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

Item5.02

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

Appointment of R. Paul Grady as President and Chief
Executive Officer and as a Member of the Board of Directors of
StoneMor GP LLC

On May16, 2017, StoneMor Partners L.P. (the Partnership)
announced the appointment of R. Paul Grady as President, Chief
Executive Officer and a member of the Board of Directors of
StoneMor GP LLC (StoneMor GP), the general partner of the
Partnership. Mr.Gradys appointment in such capacities was
effective as of May17, 2017 (the Effective Date).

Mr.Grady, age 64, was most recently Interim Chief Executive
Officer of NEOgas S.A., a clean energy provider of compressed
natural gas, with operations in five countries, from September
2015 to April 2016 and served as member of its board of directors
until December 2016. Prior to that, Mr.Grady was Vice President
and Chief Operating Officer of AmeriGas Propane, Inc., the
general partner of AmeriGas Partners, L.P., a NYSE-listed limited
partnership and retail propane distributor, from March 2012 to
January 2015, having previously served as Vice President
Operations of AmeriGas Propane, Inc. from January 2012. Prior to
that, Mr.Grady served as President (2011 to 2012) and Senior Vice
President and Chief Operating Officer (2006 to 2011) of Heritage
Operating, L.P., a retail marketer of propane in the United
States. Mr. Grady also served as Chief Operations Officer of
Titan Propane LLC, a mid-size propane marketer, from 2005 to
2006. From 2003 to 2004, Mr.Grady served as President of Juice
Bowl Products, Inc., a family-owned beverage bottling citrus
processing business. Mr.Grady also served as Senior Vice
President and Chief Operating Officer (2000 to 2003), Senior Vice
President Operations (1999 to 2000) and Vice President Sales and
Operations (1995 to 1999) of AmeriGas Propane, Inc. Mr.Grady
served as Director of Corporate Development of UGI Corporation, a
Pennsylvania utility and propane marketer, from 1990 to 1995.
Mr.Grady brings to the Board of Directors of StoneMor GP (the
Board) extensive operating and managerial expertise in the
context of master limited partnerships, as well as excellent
leadership skills.

In connection with Mr.Gradys appointment as President and Chief
Executive Officer, StoneMor GP and Mr.Grady entered into an
employment agreement, effective as of the Effective Date (the
Grady Employment Agreement). In connection with the Grady
Employment Agreement, Mr.Grady and StoneMor GP entered into an
indemnification agreement (the Grady Indemnification Agreement),
which is also effective as of the Effective Date.

The Grady Employment Agreement provides that Mr.Gradys employment
with StoneMor GP as President and Chief Executive Officer will
commence on the Effective Date and will continue unless
terminated by either party. The Grady Employment Agreement also
provides that Mr.Grady will have such duties and authority as are
customarily associated with such positions or as otherwise
determined from time to time by the Board. In addition, the Grady
Employment Agreement provides that StoneMor GP will nominate and
re-nominate Mr.Grady as a member of the Board during the term of
his employment, with his continued service in that role being
subject to the discretion of the sole member of StoneMor GP.

2

Mr.Gradys initial base salary under the Grady Employment
Agreement is $600,000 per year, which base salary is subject to
annual review by the Board. Any decrease in base salary shall be
made only to the extent StoneMor GP contemporaneously and
proportionately decreases the base salaries of all of its senior
executives.

The Grady Employment Agreement provides that Mr.Grady is eligible
to receive an annual incentive cash bonus with respect to each
fiscal year of StoneMor GP, provided that he will not be eligible
to receive such bonus if he is not employed on the last day of
the fiscal year to which such bonus relates and, further, he will
not be eligible for such bonus unless other senior executive team
members have also earned a bonus for such fiscal year. The amount
of the cash bonus will be within a range of 0% to 150% of his
base salary with respect to the applicable fiscal year.
Specifically, the Grady Employment Agreement provides that
Mr.Grady will be entitled to a bonus equal to 50% of his base
salary in a given fiscal year upon achievement of goals at the
target level established for the cash bonus for such fiscal year.
Payments of a bonus in excess of 50% of his base salary are
subject to the satisfaction of additional stretch goals
established with respect to his cash bonus for such fiscal year.
The goals to be established with respect to his cash bonus will
be determined by the Executive Committee of the Board, in
consultation with the Compensation Committee of the Board, in its
sole discretion. With respect to fiscal year 2017, the Grady
Employment Agreement provides that Mr.Grady will be eligible for
a pro-rated cash bonus based upon the time Mr.Grady is employed
by StoneMor GP during fiscal year 2017. In addition, the Grady
Employment Agreement provides that, to the extent that the cash
bonus payable to Mr.Grady with respect to the 2017 fiscal year,
if any, is determined to exceed $300,000, only the amounts in
excess of $300,000 shall be payable to Mr.Grady in cash.

The Grady Employment Agreement provides that, in lieu of all or a
portion of any cash bonus with respect to the 2017 fiscal year,
Mr.Grady will receive a grant of restricted common units in the
Partnership equal to $300,000. Such restricted common units will
vest, if at all, in equal monthly installments over the two year
period following the date of grant and will have rights to
distributions consistent with fully vested common units in the
Partnership. The grant of such restricted common units will be
made as promptly as practicable after the Partnership has filed
all of its required reports under the Securities Exchange Act of
1934, as amended, and will be subject to such other terms and
conditions set forth in an Executive Restricted Unit Agreement to
be entered into between Mr.Grady and StoneMor GP at the time of
grant.

Under the Grady Employment Agreement, Mr.Grady is also entitled
to participate in the Partnerships 2014 Long-Term Incentive Plan
(the LTIP) for the 2017 fiscal year and each fiscal year
thereafter, to the extent that StoneMor GP offers the LTIP to all
senior executives of StoneMor GP. Mr.Gradys participation in the
LTIP with respect to the 2017 fiscal year and in any future
fiscal year, if offered by StoneMor GP, shall be in an annual
amount equal to 75% of his base salary, with 50% of such annual
amount vesting in equal annual installments over three years and
50% of the annual amount vesting based upon attainment of
performance goals as determined by the Executive Committee of the
Board, in consultation with the Compensation Committee.

The Grady Employment Agreement also provides that Mr.Grady shall
be entitled to a 4% profit participation in StoneMor GP, with the
terms of such profit participation (including,

3

but not limited to, vesting terms and distribution participation
rights) to be finalized within 60 days following the Effective
Date upon mutual agreement of Mr.Grady and StoneMor GP, and
subject to such arrangements being structured in a manner that
complies with the applicable requirements of the Internal Revenue
Code of 1986, as amended, and the regulations promulgated
thereunder.

StoneMor GP also agreed to reimburse Mr.Grady for the cost of a
supplemental directors and officers insurance policy for up to
$5,000,000. Further, StoneMor GP agreed to pay up to $10,000 in
attorneys fees incurred by Mr.Grady in connection with the
review, negotiation and documentation of the Grady Employment
Agreement.

If Mr.Gradys employment is terminated by StoneMor GP for Cause or
by Mr.Grady without Good Reason or in the event of Mr.Gradys
death or Disability (as such terms are defined in the Grady
Employment Agreement), Mr.Grady will be entitled to receive the
following (together, the Grady Accrued Benefits): (i)any base
salary for days actually worked through the date of termination;
(ii)reimbursement of all expenses for which Mr.Grady is entitled
to be reimbursed to the Grady Employment Agreement, but for which
he has not yet been reimbursed; (iii)any vested accrued benefits
under StoneMor GPs employee benefit plans and programs in
accordance with the terms of such plans and programs, as accrued
through the date of termination; (iv)vested but unissued equity
in StoneMor GP or the Partnership; (v)any bonus or other
incentive (or portion thereof) for any preceding completed fiscal
year that has been awarded by StoneMor GP to Mr.Grady, but has
not been received by him prior to the date of termination; and
(vi)accrued but unused vacation, to the extent Mr.Grady is
eligible in accordance with StoneMor GPs policies.

If Mr.Gradys employment is terminated by StoneMor GP without
Cause or by Mr.Grady for Good Reason (as such terms are defined
in the Grady Employment Agreement), and provided that Mr.Grady
enters into a release as provided for in the Grady Employment
Agreement, Mr.Grady would be entitled to receive, in addition to
the Grady Accrued Benefits, the following: (i)payment of his base
salary for a period of 18 months following the effective date of
his termination, to be paid in equal installments in accordance
with the normal payroll practices of StoneMor GP, commencing
within 60 days following the date of termination, with the first
payment including any amounts not yet paid between the date of
termination and the date of the first payment and (ii)a pro-rata
cash bonus for the fiscal year in which such termination occurs,
if any, determined by StoneMor GP (subject to certain the
restrictions as set forth above), which shall be paid at the same
time that annual incentive cash bonuses are paid to other
executives of StoneMor GP, but in no event later than March15 of
the fiscal year following the fiscal year in which the date of
termination occurs.

In the event of a Change in Control (as such term is defined in
the Grady Employment Agreement) all outstanding equity interests
granted to Mr.Grady that are subject to time-based vesting
provisions and that are not fully vested shall become fully
vested as of the date of such Change in Control.

The Grady Employment Agreement also includes customary covenants
running during Mr.Gradys employment and for 18 months thereafter
prohibiting solicitation of employees,

4

directors, officers, associates, consultants, agents or
independent contractors, customers, suppliers, vendors and others
having business relationships with StoneMor GP and prohibiting
Mr.Grady from directly or indirectly competing with StoneMor GP.
The Grady Employment Agreement also contains provisions relating
to protection of StoneMor GPs property, its confidential
information and ownership of intellectual property.

The Grady Employment Agreement also includes various other
covenants and provisions customary for an agreement of this
nature.

As noted above, in connection with the Grady Employment
Agreement, StoneMor GP and Mr.Grady entered into the Grady
Indemnification Agreement, the terms of which are consistent with
the terms of the indemnification provided to the other directors
of StoneMor GP and by StoneMor GPs limited liability company
agreement. StoneMor GP is required to indemnify Mr.Grady to the
fullest extent of the law against liabilities, costs and expenses
incurred by him in his capacity as a director, officer or agent
of StoneMor GP. This indemnification is required unless there has
been a final and non-appealable judgment by a court of competent
jurisdiction determining that Mr.Grady acted in bad faith or
engaged in fraud, willful misconduct or gross negligence.
StoneMor GP is also required to indemnify Mr.Grady for criminal
proceedings unless he acted with knowledge that his conduct was
unlawful. Any such indemnification will be only out of the assets
of StoneMor GP.

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

Appointment of Mark Miller as Chief Financial Officer
and Senior Vice President of StoneMor GP LLC

On May16, 2017, the Partnership announced the appointment of Mark
Miller as Chief Financial Officer and Senior Vice President of
StoneMor GP, effective immediately. Mr.Miller succeeds Sean
McGrath, whose previously announced resignation as Chief
Financial Officer is now effective.

Mr.Miller, age 57, has served as a consultant to StoneMor GP
since February 2017. From October 2016 to February 2017,
Mr.Miller provided consulting services to a distributor of
flooring material. Mr.Miller was on sabbatical from full-time
work endeavors from July 2015 to September 2016. From July 2012
through March 2015, Mr.Miller was Chief Financial Officer and
Treasurer of CrossAmerica GP, LLC, the general partner of
CrossAmerica Partners LP (formerly Lehigh Gas Partners LP), a
NYSE-listed limited partnership and a wholesale and retail
distributor of motor fuel and a leasee and subleasee of motor
fuel retail distribution stores,

5

convenience stores and gas stations. Thereafter, he assisted
CrossAmerica for a transition period from March 2015 to June
2015. Prior to his experience with Cross America, Mr.Miller was
Vice President of Acquisitions at Dunne Manning Inc. (formerly
Lehigh Gas Corporation), where he managed acquisitions,
divestitures, acquisition financing and working capital
requirements since 2004. Prior to joining Dunne Manning Inc.,
Mr.Miller was the Chief Financial Officer for several middle
market companies in various industries. Mr.Miller also spent six
years with Deloitte Touche LLP. Mr.Miller holds a Bachelor of
Science degree in Accounting from Northeastern University and is
a Certified Public Accountant.

In connection with Mr.Millers appointment as Chief Financial
Officer and Senior Vice President, StoneMor GP and Mr.Miller
entered into an employment agreement, effective as of May16, 2017
(the Miller Employment Agreement). In connection with the Miller
Employment Agreement, Mr.Miller and StoneMor GP entered into an
indemnification agreement (the Miller Indemnification Agreement),
which is also effective as of May16, 2017.

The Miller Employment Agreement provides that Mr.Millers
employment with StoneMor GP as Chief Financial Officer and Senior
Vice President will commence on the Effective Date and will
continue unless terminated by either party. The Miller Employment
Agreement also provides that Mr.Miller will have such duties and
authority as are customarily associated with such positions or as
otherwise determined from time to time by the Board.

Mr.Millers initial base salary under the Miller Employment
Agreement is $450,000 per year, which base salary is subject to
annual review by the Board. Any decrease in base salary shall be
made only to the extent StoneMor GP contemporaneously and
proportionately decreases the base salaries of all of its senior
executives.

The Miller Employment Agreement provides that Mr.Miller is
eligible to receive an annual incentive cash bonus with respect
to each fiscal year of StoneMor GP, provided that he will not be
eligible to receive such bonus if he is not employed on the last
day of the fiscal year to which such bonus relates and, further,
he will not be eligible for such bonus unless other senior
executive team members have also earned a bonus for such fiscal
year. The amount of the cash bonus will be within a range of 0%
to 112.5% of his base salary with respect to the applicable
fiscal year. Specifically, the Miller Employment Agreement
provides that Mr.Miller will be entitled to a bonus equal to 75%
of his base salary in a given fiscal year upon achievement of
goals at the target level established for the cash bonus for such
fiscal year. Payments of a bonus in excess of 75% of his base
salary are subject to the satisfaction of additional stretch
goals established with respect to his cash bonus for such fiscal
year. The goals to be established with respect to his cash bonus
will be determined by the Executive Committee of the Board, in
consultation with the Compensation Committee of the Board, in its
sole discretion. With respect to fiscal year 2017, the Miller
Employment Agreement provides that Mr.Miller will be eligible for
a pro-rated cash bonus based upon the time Mr.Miller is employed
by StoneMor GP during fiscal year 2017. In addition, the Miller
Employment Agreement provides that, to the extent that the cash
bonus payable to Mr.Miller with respect to the 2017 fiscal year,
if any, is determined to exceed $100,000, only the amounts in
excess of $100,000 shall be payable to Mr.Miller in cash.

The Miller Employment Agreement provides that, in lieu of all or
a portion of any cash bonus with respect to the 2017 fiscal year,
Mr.Miller will receive a grant of restricted common units in the
Partnership equal to $100,000. Such restricted common units will
vest, if at all, in equal monthly installments over the two year
period following the date of grant and will have rights to
distributions consistent with fully vested common units in the
Partnership. The grant of

6

such restricted common units will be made as promptly as
practicable after the Partnership has filed all of its required
reports under the Securities Exchange Act of 1934, as amended,
and will be subject to such other terms and conditions set forth
in an Executive Restricted Unit Agreement to be entered into
between Mr.Miller and StoneMor GP at the time of grant.

Under the Miller Employment Agreement, Mr.Miller is also entitled
to participate in the LTIP for the 2017 fiscal year and each
fiscal year thereafter, to the extent that StoneMor GP offers the
LTIP to all senior executives of StoneMor GP. Mr.Millers
participation in the LTIP with respect to the 2017 fiscal year
and in any future fiscal year, if offered by StoneMor GP, shall
be in an annual amount equal to 50% of his base salary, with 50%
of such annual amount vesting in equal annual installments over
three years and 50% of the annual amount vesting based upon
attainment of performance goals as determined by the Executive
Committee of the Board, in consultation with the Compensation
Committee. To the extent Mr.Millers employment terminates on
account of Retirement (as defined in the Miller Employment
Agreement) during a performance period applicable to a particular
LTIP grant, the portion of such LTIP grant that is subject to
performance goals shall be earned pro-rata based on actual
performance and the number of months that Mr.Miller was employed
during the performance period.

The Miller Employment Agreement also provides that Mr.Miller
shall be entitled to a 1% profit participation in StoneMor GP,
with the terms of such profit participation (including, but not
limited to, vesting terms and distribution participation rights)
to be finalized within 60 days following the Effective Date upon
mutual agreement of Mr.Miller and StoneMor GP, and subject to
such arrangements being structured in a manner that complies with
the applicable requirements of the Internal Revenue Code of 1986,
as amended, and the regulations promulgated thereunder.

StoneMor GP also agreed to reimburse Mr.Miller for the cost of a
supplemental directors and officers insurance policy for up to
$5,000,000. Further, StoneMorGP agreed to pay up to $10,000 in
attorneys fees incurred by Mr.Miller in connection with the
review, negotiation and documentation of the Miller Employment
Agreement.

If Mr.Millers employment is terminated by StoneMor GP for Cause
or by Mr.Miller without Good Reason or in the event of Mr.Millers
death or Disability (as such terms are defined in the Miller
Employment Agreement), Mr.Miller will be entitled to receive the
following (together, the Miller Accrued Benefits): (i)any base
salary for days actually worked through the date of termination;
(ii)reimbursement of all expenses for which Mr.Miller is entitled
to be reimbursed to the Miller Employment Agreement, but for
which he has not yet been reimbursed; (iii)any vested accrued
benefits under StoneMor GPs employee benefit plans and programs
in accordance with the terms of such plans and programs, as
accrued through the date of termination; (iv)vested but unissued
equity in StoneMor GP or the Partnership; (v)any bonus or other
incentive (or portion thereof) for any preceding completed fiscal
year that has been awarded by StoneMor GP to Mr.Miller, but has
not been received by him prior to the date of termination; and
(vi)accrued but unused vacation, to the extent Mr.Miller is
eligible in accordance with StoneMor GPs policies.

If Mr.Millers employment is terminated by StoneMor GP without
Cause or by Mr.Miller for Good Reason (as such terms are defined
in the Miller Employment Agreement), and provided that Mr.Miller
enters into a release as provided for in the Miller Employment
Agreement, Mr.Miller would be entitled to receive, in addition to
the Miller Accrued Benefits, the following: (i)payment of his
base salary for a period of 12 months following the effective
date of his termination, to be paid in equal installments in
accordance with the normal payroll practices of StoneMor GP,
commencing within 60 days following the date of termination, with
the first payment including any amounts not yet paid between the
date of termination and the date of the first payment and (ii)a
pro-rata cash bonus for the fiscal year in which such termination
occurs, if any, determined by StoneMor GP (subject to certain the
restrictions as set

7

forth above), which shall be paid at the same time that annual
incentive cash bonuses are paid to other executives of StoneMor
GP, but in no event later than March15 of the fiscal year
following the fiscal year in which the date of termination
occurs.

In the event of a Change in Control (as such term is defined in
the Miller Employment Agreement) all outstanding equity interests
granted to Mr.Miller that are subject to time-based vesting
provisions and that are not fully vested shall become fully
vested as of the date of such Change in Control.

The Miller Employment Agreement also includes customary covenants
running during Mr.Millers employment and for 12 months thereafter
prohibiting solicitation of employees, directors, officers,
associates, consultants, agents or independent contractors,
customers, suppliers, vendors and others having business
relationships with StoneMor GP and prohibiting Mr.Miller from
directly or indirectly competing with StoneMor GP. The Miller
Employment Agreement also contains provisions relating to
protection of StoneMor GPs property, its confidential information
and ownership of intellectual property.

The Miller Employment Agreement also includes various other
covenants and provisions customary for an agreement of this
nature.

As noted above, in connection with the Miller Employment
Agreement, StoneMor GP and Mr.Miller entered into the Miller
Indemnification Agreement, the terms of which are consistent with
the terms of the indemnification provided by StoneMor GPs limited
liability company agreement. StoneMor GP is required to indemnify
Mr.Miller to the fullest extent of the law against liabilities,
costs and expenses incurred by him in his capacity as an officer
or agent of StoneMor GP. This indemnification is required unless
there has been a final and non-appealable judgment by a court of
competent jurisdiction determining that Mr.Miller acted in bad
faith or engaged in fraud, willful misconduct or gross
negligence. StoneMor GP is also required to indemnify Mr.Miller
for criminal proceedings unless he acted with knowledge that his
conduct was unlawful. Any such indemnification will be only out
of the assets of StoneMor GP.

The foregoing summary of the Miller Employment Agreement and
Miller Indemnification Agreement is not intended to be complete
and is qualified in its entirety by reference to the Miller
Employment Agreement and Miller Indemnification Agreement, copies
of which are attached as Exhibits 10.3 and 10.4, respectively, to
this Current Report on Form 8-K and are incorporated by reference
herein.

Appointment of Bob Sick as a Member of the Board of
Directors of StoneMor GP LLC

On May16, 2017, the Partnership announced the appointment of Bob
Sick as a member of the Board, effective at the conclusion of its
meeting on May17, 2017, to serve until the earlier of his
resignation, death or removal or until his successor has been
duly elected and qualified. There has not been any decision as of
the date of his appointment as to whether Mr.Sick will serve on
any committees of the Board.

8

Mr.Sick, age 57, has been serving as an Operating Director at
American Infrastructure MLP Funds since January 2015. Prior to
that, Mr.Sick was the sole member and Managing Director of White
Oak Capital, LLC, which he formed in April 2004, through which he
has served as a transition chief executive officer, board member,
and senior adviser to more than 30 middle market companies,
helping to lead them through management transitions, significant
growth initiatives and other business transformations. From
December 2013 through December 2014, he served as Chief Executive
Officer of AutoNet Mobile Inc., a private company that makes
wireless devices for use in moving vehicles. He has also served
as a director of Safe Harbor Marinas LLC (September 2016 to
present), Denbeste Water Solutions LLC (2014), Arrow Holdings LLC
(June 2015 to present), Jacksonville Sound Communications, Inc.
(2015 to present), and Granite Holdings LLC (2015 to present),
all of which are private companies. Mr.Sick brings to the Board
significant executive leadership experience and experience in
driving various strategic initiatives and creating long term
value.

Mr.Sick will participate in StoneMor GPs standard independent
director compensation program. to this program, Mr.Sick will
receive the following compensation in connection with his service
on the Board:

annual retainer of $80,000 for service as a Board member, which fee may be received in cash, restricted phantom units or a combination of cash and restricted phantom units at Mr.Sicks election, provided that a minimum of $20,000 of such retainer be paid in restricted phantom units;

a meeting fee of $2,000 for each meeting of the Board attended in person and $1,500 for each committee meeting attended in person; and

a fee of $500 for participation in each telephone Board call that is greater than one hour, but less than two hours, and $1,000 for participation in each telephone Board call that is two hours or more.

In addition, Mr.Sick and StoneMor GP entered into an
indemnification agreement (the Sick Indemnification Agreement),
the terms of which are consistent with the terms of the
indemnification provided to the other directors of StoneMor GP
and by StoneMor GPs limited liability company agreement. StoneMor
GP is required to indemnify Mr.Sick to the fullest extent of the
law against liabilities, costs and expenses incurred by him in
his capacity as a director or agent of StoneMor GP. This
indemnification is required unless there has been a final and
non-appealable judgment by a court of competent jurisdiction
determining that Mr.Sick acted in bad faith or engaged in fraud,
willful misconduct or gross negligence. StoneMor GP is also
required to indemnify Mr.Sick for criminal proceedings unless he
acted with knowledge that his conduct was unlawful. Any such
indemnification will be only out of the assets of StoneMor GP.

The foregoing summary of the Sick Indemnification Agreement is
not intended to be complete and is qualified in its entirety by
reference to the Sick Indemnification Agreement, a copy of which
is attached as Exhibit 10.5, to this Current Report on
Form8-K and is
incorporated by reference herein.

9

Item7.01

Regulation FD Disclosure

On May16, 2017,
the Partnership issued a press release announcing the
appointments of Messrs. Grady, Miller and Sick. A copy of the
press release is furnished as Exhibit 99.1 to this Current Report
on Form 8-K and is incorporated herein by reference.

The information in
this Item7.01, including Exhibit 99.1 incorporated by reference
herein, is being furnished and shall not be deemed to be filed
for the purposes of Section18 of the Securities Exchange Act of
1934, as amended (the Exchange Act), or otherwise subject to the
liabilities of that Section, nor shall it be incorporated by
reference into any filing made by the Partnership to the
Securities Act of 1933, as amended, or the Exchange Act, other
than to the extent that such filing incorporates any or all of
such information by express reference thereto.

Item9.01

Financial Statements and Exhibits

(d)

Exhibits.

Exhibit Number		Description
10.1		Employment Agreement dated May 16, 2017 by and between StoneMor GP LLC and R. Paul Grady. *
10.2		Indemnification Agreement dated May 16, 2017 by and between StoneMor GP LLC and R. Paul Grady. *
10.3		Employment Agreement effective May 16, 2017 by and between StoneMor GP LLC and Mark Miller. *
10.4		Indemnification Agreement effective May 16, 2017 by and between StoneMor GP LLC and Mark Miller. *
10.5		Indemnification Agreement effective May 16, 2017 by and between StoneMor GP LLC and Bob Sick. *
99.1		Press Release dated May 16, 2017. **

*	Filed herewith.

**	Furnished herewith.

10

About StoneMor Partners L.P. (NYSE:STON)

StoneMor Partners L.P. owns and operates cemeteries and funeral homes. The Company operates through two segments: Cemetery Operations and Funeral Homes. Its Cemetery Operations segment sells interment rights, caskets, burial vaults, cremation niches, markers and other cemetery related merchandise. Its Funeral Homes segment offers a range of services, including family consultation, final expense insurance products, the removal and preparation of remains, provision of caskets and related funeral merchandise, the use of funeral home facilities for visitation, worship and performance of funeral services, and transportation services. It sells cemetery products and services both at the time of death, which it refers to as at-need, and prior to the time of death, which it refers to as pre-need. It operates approximately 310 cemeteries in over 30 states and Puerto Rico, and approximately 100 funeral homes in over 20 states and Puerto Rico.

StoneMor Partners L.P. (NYSE:STON) Recent Trading Information

StoneMor Partners L.P. (NYSE:STON) closed its last trading session down -0.03 at 9.10 with 304,765 shares trading hands.