October 11, 2017

            Exhibit 10.44

October 11, 2017

Xx. Xxxxxxx X. Xxxx

Senior Vice President, Store Operations

Sears Hometown and Outlet Stores, Inc.

0000 Xxxxxxxx Xxxxxxxxx, Xxxxx 000

Xxxxxxx Xxxxxxx, Xxxxxxxx 00000

Amendment to Cash Incentive Agreement

Dear Xxxx:

I refer to your May 24, 2017 Cash Incentive Agreement. In paragraph 1 of your Cash Incentive Agreement, the references to “January 27, 2018” are hereby amended and changed to “May 5, 2018” and the references to “January Incentive” are hereby amended and changed to “May Incentive.” Except for these amendments, the Cash Incentive Agreement continues in accordance with its May 24, 2017 terms without any waiver or amendment. This Amendment to Cash Incentive Agreement will be construed in accordance with the laws of Illinois for all purposes without regard to conflicts-of-law principles.

Agreed to and accepted: /S/ XXXXXXX X. GRAY Michael X. Xxxx Very truly yours, SEARS HOMETOWN AND OUTLET STORES, INC. By: /S/ WILL POWELL Will Powell Chief Executive Officer and President