SMRT Stein Mart Inc

(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 September 15, 2015, and Mr. Kleffner’s Employment Agreement replaces the Employment Agreement between Mr. Kleffner and the Registrant dated July 31, 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 April 1 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.