X0306 4 2018-03-19 0 0001286131 STONEMOR PARTNERS LP STON 0001719081 Kelly Dina S C/O STONEMOR PARTNERS L.P. 3600 HORIZON BOULEVARD TREVOSE PA 19053 0 1 0 0 See Remarks Common Units representing limited partnership interests 2018-03-19 4 M 0 983 A 983 D Restricted Phantom Units 2018-03-19 4 A 0 1968 0.00 A Common Units 1968 1968 D Restricted Phantom Units 2018-03-19 4 A 0 10031 0.00 A Common Units 10031 10031 D Restricted Phantom Units 2018-03-19 4 A 0 11827 0.00 A Common Units 11827 11827 D On March 19, 2018, the reporting person was granted 2,951 phantom units vesting in three equal annual installments with the first installment of 983 phantom units vested on grant and the second and third installments vesting on August 15, 2018 and August 15, 2019, respectively, pursuant to a Key Employee Unit Agreement (the "Agreement"), entered into as of March 19, 2018, by and between StoneMor GP and the reporting person. Each such phantom unit represents a contingent right to receive one common unit representing a limited partner interest or, at the discretion of the compensation committee of the Board of Directors of StoneMor GP, the cash equivalent of the fair market value of a common unit, in each case, conditioned upon satisfying certain time and other conditions. On March 19, 2018, 983 time vested units vested pursuant to the Agreement, except that the issuance of certificates evidencing Common Units is conditioned upon satisfying (i) certain provisions of the StoneMor Partners L.P. 2014 Long-Term Incentive Plan and (ii) the payment of all applicable taxes. On March 19, 2018, the reporting person was granted 10,031 phantom units vesting in three equal annual installments on each April 3 (or first business day thereafter) commencing on April 3, 2018 pursuant to a Key Employee Unit Agreement, entered into as of March 19, 2018, by and between StoneMor GP and the reporting person. Each such phantom unit represents a contingent right to receive one common unit representing a limited partner interest or, at the discretion of the compensation committee of the Board of Directors of StoneMor GP, the cash equivalent of the fair market value of a common unit, in each case, conditioned upon satisfying certain time and other conditions. On March 19, 2018, the reporting person was granted 11,827 phantom units vesting in three equal annual installments on each April 3 (or first business day thereafter) commencing on April 3, 2019 pursuant to a Key Employee Unit Agreement, entered into as of March 19, 2018, by and between StoneMor GP and the reporting person. Each such phantom unit represents a contingent right to receive one common unit representing a limited partner interest or, at the discretion of the compensation committee of the Board of Directors of StoneMor GP, the cash equivalent of the fair market value of a common unit, in each case, conditioned upon satisfying certain time and other conditions. The reporting person's title is National Vice-President of Sales and Marketing. 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 2018-03-21