Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response... 0.5
	Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940

1. Name and Address of Reporting Person ^* STEIN JAY	2. Issuer Name and Ticker or Trading Symbol STEIN MART INC [ SMRT ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __ X __ Director __ X __ 10% Owner __ X __ Officer (give title below) _____ Other (specify below) Chairman
(Last) (First) (Middle) STEIN MART, INC., 1200 RIVERPLACE BOULEVARD, 10TH FLOOR	3. Date of Earliest Transaction (MM/DD/YYYY) 6/28/2018
(Street) JACKSONVILLE, FL 32207 (City) (State) (Zip)	4. If Amendment, Date Original Filed (MM/DD/YYYY)	6. Individual or Joint/Group Filing (Check Applicable Line) _ X _ Form filed by One Reporting Person ___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	3. Trans. Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Trans. Date	2A. Deemed Execution Date, if any	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	6/28/2018		J ⁽¹⁾		3581165	D	$2.56	0	I	By Berry Hattie Stein Grantor Retained Annuity Trust
Common Stock	6/28/2018		J ⁽¹⁾		3581165	A	$2.56	6093634	D
Common Stock	6/28/2018		J ⁽¹⁾		3581165	D	$2.56	0	I	By Jay Meredith Stein Grantor Retained Annuity Trust
Common Stock	6/28/2018		J ⁽¹⁾		3581165	A	$2.56	9674799	D
Common Stock	6/29/2018		G	V	4500000	D	$0.00	5174799	D
Common Stock	6/29/2018		G	V	4500000	A	$0.00	4500000	I	By Berry Hattie Stein 2018 Grantor Retained Annuity Trust
Common Stock	6/29/2018		G	V	4500000	D	$0.00	674799	D
Common Stock	6/29/2018		G	V	4500000	A	$0.00	4500000	I	By Jay Meredith Stein 2018 Grantor Retained Annuity Trust
Common Stock								2468826	I	Stein Ventures Limited Partnership
Common Stock								133709	I	Cary Ventures, Inc.
Common Stock								1273694	I	By trust for benefit of family
Common Stock								773694	I	By trust for benefit of family
Common Stock								731600	I	By trust for benefit of family
Common Stock								250000	I	By trust for benefit of family

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	4. Trans. Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivate Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Trans. Date	3A. Deemed Execution Date, if any	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)			11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

(1)

In accordance with the provisions of each of the Berry Hattie Stein Grantor Retained Annuity Trust and the Jay Meredith Stein Grantor Retained Annuity Trust (together, the "GRATs"), Jay Stein elected to substitute certain assets for 3,581,165 shares of common stock of Stein Mart, Inc. from each of the GRATs (the "Substitutions"). The Substitutions may be deemed to be purchases. The purchase price reflects the average of the high and low price of the shares of common stock of Stein Mart, Inc. on the date of the Substitutions in accordance with the terms of the GRATs.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
STEIN JAY STEIN MART, INC. 1200 RIVERPLACE BOULEVARD, 10TH FLOOR JACKSONVILLE, FL 32207	X	X	Chairman

Signatures
D. Hunt Hawkins, attorney-in-fact		7/2/2018
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	If the form is filed by more than one reporting person, see Instruction 4(b)(v).
**	Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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