SEC Form 4 · accession 0001179110-15-002342
MACERICH CO · MAC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas J. Leanse
Officer — Senior EVP, CLO and Secretary
Period of report
Dec 30, 2014
Accepted (ET)
Feb 11, 2015 · 8:00 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000912242
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 9, 2015 | M | 39,932 | $59.57 | A | 40,243 | D | |
| Common Stock | Feb 9, 2015 | D | 27,236 | $87.34 | D | 13,007 | D | |
| Common StockF1 | Feb 9, 2015 | C | 15,000 | $0.00 | A | 28,007 | D | |
| Common StockF2,F3,F4,F5 | Feb 10, 2015 | S | 27,500 | $87.4564 | D | 507 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| OP UnitsF7,F6,F8 | — | Dec 30, 2014 | G | 2,500 | D | Sep 1, 2012 | — | Common Stock | 2,500 | 66,555 | D |
| OP UnitsF6,F8 | — | Feb 4, 2015 | G | 2,500 | D | Sep 1, 2012 | — | Common Stock | 2,500 | 86,499 | D |
| OP UnitsF1,F8 | — | Feb 9, 2015 | C | 15,000 | D | Sep 1, 2012 | — | Common Stock | 15,000 | 71,499 | D |
| Stock Appreciation Rights | $59.57 | Feb 9, 2015 | M | 39,932 | D | Sep 1, 2012 | Sep 1, 2022 | Common Stock | 39,932 | 0 | D |
Explanation of responses
- F1The reporting person redeemed 15,000 units of limited partnership interest ("Units") of The Macerich Partnership, L.P., of which the issuer is the general partner. Units are redeemable for an equal number of shares of the issuer's common stock or, at the election of the issuer, cash equal to the fair market value of such shares. The issuer elected to redeem the reporting person's Units with common stock. The reporting person also holds 10,338 vested performance-based LTIP Units and 7,284 unvested service-based LTIP Units.
- F2The sales price ranged from $87.25 to $87.68.
- F3The reporting person sold 12,500 shares received upon exercise of his stock appreciation rights and 15,000 shares received upon redemption of his Units. These shares were sold in connection with tax planning.
- F4The reporting person also holds 161 shares in a trust for the benefit of one of his children.
- F5In addition, 50 shares are held by his adult child who is currently sharing the reporting person's household. The reporting person disclaims beneficial ownership of all shares held by this child, and this report should not be deemed an admission that the reporting person is the beneficial owner of such shares for purposes of Section 16 or otherwise.
- F6Redeemable for an equal number of shares of the issuer's common stock or, at the election of the issuer, cash equal to the fair market value of such shares.
- F7These securities were gifted to two separate entities.
- F8None.