MACERICH CO — Director's Dealing 2016

Jan 5, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: MACERICH CO (MAC)
CIK: 0000912242
Period of Report: 2015-06-19

Reporting Person: COPPOLA EDWARD C (Director, President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-06-19	Common Stock	G	350	—	Disposed	257624	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-01-01	LTIP Units	$	A	11153	Acquired		Common Stock (11153)	Direct

Footnotes

F1: This gift was made to two individuals.

F2: 4,721 shares are also held indirectly by the reporting person through the Company's 401(k) Plan.

F3: 5,053 shares are also held by Mr. Coppola for his children. The reporting person disclaims beneficial ownership of all shares held by his children 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.

F4: 39,969 shares are also held by E.C. Coppola Limited Partnership. The reporting person disclaims beneficial ownership of all shares held through this partnership for his wife and children 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.

F5: 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 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.

F6: LTIP Units vest one-third on December 30, 2016, one-third on December 29, 2017 and one-third on December 31, 2018.

F7: In addition, the reporting person holds 76,508 vested stock appreciation rights and the following limited partnership units in The Macerich Partnership, L.P., which are generally redeemable upon certain circumstances for an equal number of shares of The Macerich Company's common stock: 1,238,360 OP Units and 155,952 OP Units held through a grantor trust for the benefit of his children.