Macy's, Inc. — Director's Dealing 2012

Feb 28, 2012

SEC Form 3 — Initial Statement of Beneficial Ownership

Issuer: Macy's, Inc. (M)
CIK: 0000794367
Period of Report: 2012-02-24

Reporting Person: Kantor Jeffrey A (Chairman of macys.com)

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	25656	Direct
Common Stock	6	Indirect
Common Stock	169	Indirect

Holdings (Derivative)

Security	Exercise Price	Expiration	Underlying	Shares	Ownership
Option to Purchase Common Stock	$31.68	2012-05-08	Common Stock (11168)		Direct
Option to Purchase Common Stock	$33.055	2015-05-11	Common Stock (39086)		Direct
Option to Purchase Common Stock	$36.26	2016-03-24	Common Stock (10808)		Direct
Option to Purchase Common Stock	$46.15	2017-03-23	Common Stock (9611)		Direct
Option to Purchase Common Stock	$24.85	2018-03-21	Common Stock (20382)		Direct
Option to Purchase Common Stock	$8.76	2019-03-20	Common Stock (38647)		Direct
Option to Purchase Common Stock	$20.89	2020-03-19	Common Stock (11212)		Direct
Option to Purchase Common Stock	$23.43	2021-03-25	Common Stock (28089)		Direct
Phantom Stock Units	$	2013-02-14	Common Stock (9416.05)		Direct

Footnotes

F1: Reflects the reporting person's interest in Macy's stock under the Issuer's 401(k) plan, derived by dividing the value of the undivided interest of the reporting person in the applicable investment fund as of February 27, 2012 by $37.37, the stock price of such date.

F2: Options became/become exercisable as follows: 2,792 on May 8, 2003; 2,792 on May 8, 2004; 2,792 on May 8, 2005 and 2,792 on May 8, 2006.

F3: Options became/become exercisable as follows: 9,772 on May 11, 2006; 9,771 on May 11, 2007; 9,772 on May 11, 2008 and 9,771 on May 11, 2009.

F4: Options became/become exercisable as follows: 2,702 on March 24, 2007; 2,702 on March 24, 2008; 2,702 on March 24, 2009 and 2,702 on March 24, 2010.

F5: Options became/become exercisable as follows: 2,403 on March 23, 2008; 2,403 on March 23, 2009; 2,403 on March 23, 2010 and 2,402 on March 23, 2011.

F6: Options became/become exercisable as follows: 5,096 on March 21, 2009; 5,095 on March 21, 2010; 5,096 on March 21, 2011 and 5,095 on March 21, 2012.

F7: Options became/become exercisable as follows: 9,662 on March 20, 2010; 9,662 on March 20, 2011; 9,662 on March 20, 2012 and 9,661 on March 20, 2013.

F8: Options became/become exercisable as follows: 2,803 on March 19, 2011; 2,803 on March 19, 2012; 2,803 on March 19, 2013 and 2,803 on March 19, 2014.

F9: Options became/become exercisable as follows: 7,023 on March 25, 2012; 7,022 on March 25, 2013; 7,022 on March 25, 2014 and 7,022 on March 25, 2015.

F10: The value of the Phantom Stock Units will be payable in cash on February 14, 2013.

F11: 1-for-1 conversion.