Macy's, Inc. — Director's Dealing 2014

Mar 4, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Macy's, Inc. (M)
CIK: 0000794367
Period of Report: 2014-02-28

Reporting Person: Hanson Amy (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-02-28	Common Stock	A	30037	—	Acquired	56072	Direct
2014-03-03	Common Stock	S	30037	$57.0049	Disposed	26035	Direct
2014-03-03	Common Stock	M	9000	$30.535	Acquired	35035	Direct
2014-03-03	Common Stock	S	9000	$56.9713	Disposed	26035	Direct
2014-03-03	Common Stock	M	20000	$33.25	Acquired	46035	Direct
2014-03-03	Common Stock	S	20000	$56.9134	Disposed	26035	Direct
2014-03-03	Common Stock	M	10808	$36.26	Acquired	36843	Direct
2014-03-03	Common Stock	S	10808	$56.952	Disposed	26035	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-03-03	Option to Purchase Common Stock	$30.535	M	9000	Disposed	2015-03-25	Common Stock (9000)	Direct
2014-03-03	Option to Purchase Common Stock	$33.25	M	20000	Disposed	2016-07-24	Common Stock (20000)	Direct
2014-03-03	Option to Purchase Common Stock	$36.26	M	10808	Disposed	2016-03-24	Common Stock (10808)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	183	Indirect

Footnotes

F1: Settlement of performance-based restricted stock units following a 3-year (2011-2013) performance period. Number includes 1,516 dividend shares accrued during the performance period.

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 March 3, 2014 by $57.62, the stock price of such date.