SEC Form 4 · accession 0001179110-17-000409
MACERICH CO · MAC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert D Perlmutter
Officer — Senior EVP and COO
Period of report
Jan 1, 2017
Accepted (ET)
Jan 4, 2017 · 8:17 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 StockF2 | Jan 3, 2017 | S | 1,500 | $70.788 | D | 4,645 | I | Revocable Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| LTIP UnitsF3,F5,F4 | — | Jan 1, 2017 | A | 7,058 | A | — | — | Common Stock | 7,058 | 15,118 | D |
Explanation of responses
- F1The sales reported were automatic pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 9, 2016.
- F2The sales price ranged from $70.38 to $71.19.
- F3Represents units of limited partnership interest in The Macerich Partnership, L.P. (the "Partnership"), of which the Issuer is the general partner, issued as long term incentive compensation pursuant to the Issuer's equity based compensatory programs. Conditioned upon minimum allocations to the capital accounts of the LTIP Units for federal income tax purposes and time vesting, each LTIP Unit may be converted into a common unit of limited partnership interest in the Partnership (a "Common Unit"). Each Common Unit acquired upon conversion of a LTIP Unit may be presented for redemption, at the election of the holder, for cash equal to the then fair market value of a share of the Issuer's Common Stock, except that the Issuer may, at its election, acquire each Common Unit so presented for one share of Common Stock. The rights to convert LTIP Units into Common Units and redeem Common Units do not have expiration dates.
- F4LTIP Units vest one-third on December 29, 2017, one-third on December 31, 2018 and one-third on December 31, 2019.
- F5In addition, the reporting person holds 109,014 limited partnership units in the Partnership through a revocable trust, which are generally redeemable upon certain circumstances for an equal number of shares of The Macerich Company's common stock.