13D Filing: ESL Partners and Sears Hometown & Outlet Stores, Inc. (SHOS)

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Page 6 of 10 SEC Filing


This Amendment No. 8 to Schedule 13D (this Amendment No. 8) relates to
shares of common stock, par value $0.01 per share (the Common Stock), of Sears Hometown and Outlet Stores, Inc., a Delaware corporation (the Issuer). This Amendment No. 8 amends the Schedule 13D, as previously amended,
filed with the Securities and Exchange Commission by ESL Partners, L.P., a Delaware limited partnership (Partners), SPE I Partners, LP, a Delaware limited partnership, SPE Master I, LP, a Delaware limited partnership, RBS Partners, L.P.,
a Delaware limited partnership (RBS), ESL Institutional Partners, L.P., a Delaware limited partnership, RBS Investment Management, L.L.C., a Delaware limited liability company, CRK Partners, LLC, a Delaware limited liability company, ESL
Investments, Inc., a Delaware corporation (ESL), and Edward S. Lampert, a United States citizen, by furnishing the information set forth below. Except as otherwise specified in this Amendment No. 8, all previous Items are unchanged.
Capitalized terms used herein which are not defined herein have the meanings given to them in the Schedule 13D, as previously filed with the Securities and Exchange Commission.

Item 3. Source and Amount of Funds or Other Consideration.

Item 3 is hereby amended and
supplemented as follows:

In various open market purchases between January 8, 2016 and February 10, 2016, Mr. Lampert
acquired an aggregate of 363,989 shares of Common Stock for aggregate consideration of approximately $2,162,285 (excluding commissions) using personal funds.

Item 5. Interest in Securities of the Issuer.

Item 5 is hereby amended and restated in its
entirety as follows:

(a)-(b) Each Reporting Person declares that neither the filing of this Schedule 13D nor anything herein
shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the Act or any other purpose, the beneficial owner of any securities covered by this Schedule 13D.

Each Reporting Person may be deemed to be a member of a group with respect to the Issuer or securities of the Issuer for the purposes of
Section 13(d) or 13(g) of the Act. Each Reporting Person declares that neither the filing of this Schedule 13D nor anything herein shall be construed as an admission that such person is, for the purposes of Section 13(d) or 13(g) of the
Act or any other purpose, (i) acting (or has agreed or is agreeing to act) with any other person as a partnership, limited partnership, syndicate, or other group for the purpose of acquiring, holding, or disposing of securities of the Issuer or
otherwise with respect to the Issuer or any securities of the Issuer or (ii) a member of any syndicate or group with respect to the Issuer or any securities of the Issuer.

As of the time of filing on February 11, 2016, the Reporting Persons may be deemed to beneficially own the shares of Common Stock of the
Issuer set forth in the table below.

REPORTING

PERSON

NUMBER OF
SHARES
BENEFICIALLY
OWNED
PERCENTAGE
OF
OUTSTANDING
SHARES
SOLE VOTING
POWER
SHARED
VOTING
POWER
SOLE
DISPOSITIVE
POWER
SHARED
DISPOSITIVE
POWER

ESL Partners, L.P.

11,520,423 (1) 50.7 % 4,771,352 0 4,771,352 6,749,071 (1)

RBS Partners, L.P.

11,520,423 (1)(2) 50.7 % 4,771,352 (2) 0 4,771,352 (2) 6,749,071 (1)

ESL Investments, Inc.

11,520,423 (1)(3) 50.7 % 4,771,352 (3) 0 4,771,352 (3) 6,749,071 (1)

Edward S. Lampert

11,520,423 (1)(4) 50.7 % 11,520,423 (1)(4) 0 4,771,352 (3) 6,749,071 (1)

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