Macy's, Inc. — Director's Dealing 2020

Mar 25, 2020

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Macy's, Inc. (M)
CIK: 0000794367
Period of Report: 2020-03-23

Reporting Person: Harper John T. (Chief Operations Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2020-03-23	Common Stock	M	2080	—	Acquired	23850	Direct
2020-03-23	Common Stock	S	979	$4.8911	Disposed	22871	Direct
2020-03-23	Common Stock	M	1838	—	Acquired	24709	Direct
2020-03-23	Common Stock	M	13781	—	Acquired	38490	Direct
2020-03-23	Common Stock	S	5144	$5.5835	Disposed	33346	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2020-03-23	Restricted Stock Units	$	M	2080	Disposed		Common Stock (2080)	Direct
2020-03-23	Restricted Stock Units	$	M	13781	Disposed		Common Stock (13781)	Direct
2020-03-23	Restricted Stock Units	$	M	1838	Disposed		Common Stock (1838)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	23686	Indirect

Footnotes

F1: One-for-one conversion

F2: Represents the number of shares sold by the reporting person to cover tax withholding obligations upon the vesting of restricted shares and does not represent a discretionary transaction by the reporting person.

F3: 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 24, 2020 by $5.66, the stock price of such date.

F4: On March 21, 2019, the reporting person was granted 8,322 restricted stock units, vesting in four equal installments beginning on the first anniversary of the grant date.

F5: On March 23, 2018, the reporting person was granted 27,563 restricted stock units, vesting in two equal annual installments beginning on the second anniversary of the grant date.

F6: On March 23, 2018, the reporting person was granted 7350 restricted stock units, vesting in four equal annual installments beginning on the first anniversary of the grant date.