MACERICH CO — Director's Dealing 2012

Sep 5, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MACERICH CO (MAC)
CIK: 0000912242
Period of Report: 2012-09-01

Reporting Person: Leanse Thomas Jay (Senior EVP)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-09-01	LTIP Units	$	A	20000	Acquired		Common Stock (20000)	Direct
2012-09-01	Stock Appreciation Right	$59.57	A	39932	Acquired	2022-09-01	Common Stock (39932)	Direct
2012-09-01	Employee Stock Option (right to buy)	$59.57	A	10068	Acquired	2022-09-01	Common Stock (10068)	Direct

Footnotes

F1: Represents 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, 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.

F2: The option vests in six nearly equal annual installments beginning on September 1, 2012.