X0306 4 2015-10-01 0 0001286131 STONEMOR PARTNERS LP STON 0001168211 HELLMAN ROBERT B JR 950 TOWER LANE, SUITE 800 FOSTER CITY CA 94404 1 0 0 0 Common units representing limited partner interests 2015-10-01 4 P 0 362 27.50 A 16809 D Common units representing limited partner interests 2255947 I By American Cemeteries Infrastructure Investors, LLC The purchases reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 21, 2015. The purchases of common units reported in this Form 4 were matchable under Section 16(b) of the Securities Exchange Act of 1934, as amended, with the sales of common units by American Cemeteries Infrastructure Investors, LLC ("ACII"), to the extent of the Reporting Person's pecuniary interest therein, at prices ranging between $29.79-29.95 on May 15, 2015. The Reporting Person has agreed to pay to StoneMor Partners L.P., upon settlement of the purchases reported herein, the profit realized by the Reporting Person in connection with the short-swing transaction, less transaction costs. The price reported in Column 4 is a weighted average price. The common units were purchased in multiple transactions at prices ranging from $27.39-27.56 inclusive. The reporting person undertakes to provide to StoneMor Partners L.P., any holder of common units of StoneMor Partners L.P., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of common units purchased at each separate price within the range set forth in this footnote (2) to this Form 4. ACII is managed by its manager, AIM Universal Holdings, LLC ("AUH"), and is owned by its members: American Infrastructure MLP Fund II, L.P. ("AIM II"), American Infrastructure MLP Founders Fund II, L.P. ("AIM FF II") and AIM II Delaware StoneMor, Inc. ("AIM II StoneMor"). AIM II StoneMor is owned by American Infrastructure MLP Management II, L.L.C. ("AIM Management II") and AIM II Offshore, L.P. ("AIM II Offshore"). AIM Management II is the general partner of AIM II, AIM FFII and AIM II Offshore. The Reporting Person is a managing member of AIM Management II, the president of AIM II StoneMor and a member of AUH. The Reporting Person shares the power to vote or dispose of these common units and therefore may be deemed to have voting and investment power with respect to such common units. The Reporting Person disclaims beneficial ownership of the common units except to the extent of his pecuniary interest therein. 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/ Robert B. Hellman Jr. 2015-10-05