ITEM 5.02 DEPARTURE OF DIRECTORS OR CERTAIN OFFICERS; ELECTION OF DIRECTORS; APPOINTMENT OF CERTAIN OFFICERS; COMPENSATORY ARRANGEMENTS OF CERTAIN OFFICERS

(b) Viki K. Blinderman has informed Carriage Services, Inc. (the "Company") that she plans to resign from her position as Senior Vice President, Chief Accounting Officer, Principal Financial Officer, and Secretary of the Company, effective March 31, 2021 (the "Effective Date"). There was no disagreement between Ms. Blinderman and the Company on any matter relating to its operations, policies or practices.

(c) On February 2, 2021, in connection with Ms. Blinderman's resignation, the Board of Directors of the Company appointed Steven D. Metzger, the Company's General Counsel, to serve as Secretary of the Company, effective immediately; and Carl Benjamin Brink, the Company's Chief Financial Officer, will serve as the Company's Principal Financial Officer beginning on the Effective Date.

(e) Related to her resignation, Ms. Blinderman and the Company have entered into a separation and release agreement (the "Separation Agreement") which provides for, (i) continuation of Ms. Blinderman's base salary for 24 months; (ii) a one-time payment; and (iii) acceleration of certain unvested stock options. The Separation Agreement, which terminates Ms. Blinderman's employment agreement with the Company, contains customary release, confidentiality, non-competition, non-solicitation and non-disparagement provisions.

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