Macy's, Inc. — Director's Dealing 2013

Nov 15, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Macy's, Inc. (M)
CIK: 0000794367
Period of Report: 2013-11-15

Reporting Person: LUNDGREN TERRY J (Director, Chairman, CEO and President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-11-15	Common Stock	M	275000	$25.005	Acquired	973087	Direct
2013-11-15	Common Stock	S	275000	$50.7105	Disposed	698087	Direct
2013-07-19	Common Stock	G	61215	—	Disposed	0	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-11-15	Option to Purchase Common Stock	$25.005	M	275000	Disposed	2014-03-26	Common Stock (275000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	2346	Indirect

Footnotes

F1: On June 29, 2010, the reporting person contributed 121,612 shares to a grantor retained annuity trust ("GRAT"). Upon termination of the reporting person's GRAT, 61,215 shares were transferred as a gift on July 19, 2013. The remaining shares in the GRAT were previously distributed to the reporting person and continue to be reported in this Form 4 as directly owned.

F2: 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 November 14, 2013 by $50.68, the stock price of such date.