Sec Form 4 Filing - Shein Oded @ STAGE STORES INC - 2015-03-26

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 Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person Shein Oded 2. Issuer Name and Ticker or Trading Symbol STAGE STORES INC [ SSI] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) EVP, Chief Financial Officer (Last) (First) (Middle) 10201 MAIN STREET 3. Date of Earliest Transaction (MM/DD/YY) 03/26/2015 (Street) HOUSTON, TX77025 4. If Amendment, Date Original Filed (MM/DD/YY) 6. Individual or Joint/Group Filing (Check Applicable Line) __ X __ Form filed by One Reporting Person _____ Form filed by More than One Reporting Person (City) (State) (Zip)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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) Code V Amount (A) or (D) Price Common Stock 03/26/2015 A 9,868 ( 1 ) A $ 0 42,356 D Common Stock 03/26/2015 A 13,080 ( 2 ) A $ 0 55,436 D Common Stock 03/26/2015 F 3,578 D $ 22.065 51,858 D Common Stock 03/27/2015 S 2,500 D $ 22.2667 ( 3 ) 49,358 D Common Stock 03/28/2015 F 561 D $ 22.105 48,797 D Common Stock 03/29/2015 F 322 D $ 22.105 48,475 D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities) 1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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) Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Shein Oded 10201 MAIN STREET HOUSTON, TX77025 EVP, Chief Financial Officer Signatures /s/ R.E. Stasyszen, Attorney in Fact for Oded Shein 03/30/2015 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Represents restricted common stock granted on March 26, 2015, which will vest 25% per year on the first four anniversary dates from the date of grant. ( 2 )Represents performance shares granted on March 28, 2012 and awarded as common stock on March 26, 2015 as a result of the completion of the three-year performance cycle that began on the first day of the 2012 fiscal year (January 29, 2012) and ended on the last day of the 2014 fiscal year (January 31, 2015). ( 3 )Reflects the weighted average sale price. Prices ranged from $22.25 to $22.29. The Reporting Person undertakes to provide upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.

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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