X0306 4 2019-12-31 1 0001286131 STONEMOR PARTNERS LP STON 0001735739 Wellenbach Patricia D C/O STONEMOR PARTNERS L.P. 3600 HORIZON BOULEVARD TREVOSE PA 19053 1 0 0 0 Common units representing limited partner interests 2019-12-31 4 D 0 6064 D 0 D Restricted Phantom Units 2019-12-31 4 D 0 8035.432 D Common Units 8035.432 0 D Pursuant to the Merger and Reorganization Agreement and Plan of Merger dated as of September 27, 2018 (as amended to date, the "Merger Agreement"), by and among StoneMor Partners L.P. (the "Partnership"), StoneMor GP LLC (now StoneMor Inc. ("StoneMor Inc.")) and certain of their affiliates, at the effective time of the merger on December 31, 2019 (the "Effective Time"), each common unit held by the reporting person converted into one share of common stock, par value $0.01 per share of StoneMor Inc. ("StoneMor Inc. Common Shares"). Pursuant to Rule 12g-3(e), StoneMor Inc. is the successor issuer to the Partnership for purposes of Section 16. Each restricted phantom unit is the economic equivalent of one common unit representing limited partner interests. Restricted phantom units become payable, in cash or common units, at the election of the issuer, upon the separation of the reporting person from service as a director or upon the occurrence of certain other events specified in Section 409A of the Internal Revenue Code of 1986, as amended. Pursuant to the Merger Agreement, immediately prior to the Effective Time, each outstanding award of restricted phantom units originally granted to the reporting person pursuant to the StoneMor Amended and Restated 2019 Long-Term Incentive Plan was assumed by StoneMor Inc. and converted into an award denominated in shares of StoneMor Inc. restricted phantom common stock ("StoneMor Inc. Phantom Stock Award") equal to the number of restricted phantom units that were subject to such award of restricted phantom units prior to the Effective Time. Each StoneMor Inc. Phantom Stock Award is subject to the same terms and conditions as were applicable to such award of restricted phantom units immediately before the Effective Time. The filing of this statement shall not be construed as an admission (a) that the person filing this statement is, for the purposes of Section 16 of the Securities Exchange Act of 1934, as amended, the beneficial owner of any equity securities covered by this statement, or (b) that this statement is legally required to be filed by such person. /s/ Shirley Herman, Attorney-in-Fact 2019-12-31