Macy's (M) HR chief covers RSU taxes with 3,047-share stock sale

Filing Impact

(Neutral)

Filing Sentiment

(Negative)

Form Type

Rhea-AI Filing Summary

Macy's, Inc. executive Danielle L. Kirgan reported routine equity compensation activity. On March 24, 2026, she exercised 8,539 restricted stock units, receiving the same number of Macy's common shares at a conversion price of $0.00 per share as part of a previously granted award from March 24, 2022 that vests in four equal installments.

On March 25, 2026, 3,047 common shares were sold at a weighted average price of $18.7173 per share. According to the disclosure, these shares were sold solely to cover tax withholding obligations tied to the vesting and were not a discretionary transaction by Kirgan. After these transactions, she directly owned 56,653 common shares of Macy's.

Insider Trade Summary

Net Seller: 3,047 shares ($57,032)

Net Sell 3 txns

Insider Kirgan Danielle L.

Role EVP, Chief HR Officer

Sold 3,047 shs ($57K)

Type	Security	Shares	Price	Value
Sale	Common Stock	3,047	$18.7173	$57K
Exercise	Restricted Stock Units	8,539	$0.00	--
Exercise	Common Stock	8,539	$0.00	--

Holdings After Transaction: Common Stock — 56,653 shares (Direct); Restricted Stock Units — 0 shares (Direct)

Footnotes (1)

Each restricted stock unit represents the equivalent of one share of the Issuer's common stock. 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. The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $18.685 to $18.76, inclusive. The reporting person undertakes to provide to Macy's, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to the Form 4. On 3/24/2022, the reporting person was granted 34,155 restricted stock units vesting in four equal installments beginning on the first anniversary of the grant date.

Form 4 Insider Transactions: What Each Field Means →

03/26/2026 - 04:24 PM

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

OMB APPROVAL

OMB Number:			3235-0287
Estimated average burden
hours per response:			0.5

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Kirgan Danielle L.

(Last)

(First)

(Middle)

C/O MACY'S, INC.

151 WEST 34TH STREET

(Street)

NEW YORK

10001

(City)

(State)

(Zip)

UNITED STATES

(Country)

2. Issuer Name and Ticker or Trading Symbol
Macy's, Inc. [ M ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP, Chief HR Officer

2a. Foreign Trading Symbol

3. Date of Earliest Transaction (Month/Day/Year)
03/24/2026

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

4. If Amendment, Date of Original Filed (Month/Day/Year)

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	03/24/2026		M		8,539	A	$0⁽¹⁾	59,700	D
Common Stock	03/25/2026		S		3,047⁽²⁾	D	$18.7173⁽³⁾	56,653	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽¹⁾	03/24/2026		M			8,539	⁽⁴⁾	⁽⁴⁾	Common Stock	8,539	$0	0	D

Explanation of Responses:

1. Each restricted stock unit represents the equivalent of one share of the Issuer's common stock.

2. 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.

3. The price reported in Column 4 is the weighted average price. These shares were sold in multiple transactions at prices ranging from $18.685 to $18.76, inclusive. The reporting person undertakes to provide to Macy's, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to the Form 4.

4. On 3/24/2022, the reporting person was granted 34,155 restricted stock units vesting in four equal installments beginning on the first anniversary of the grant date.

Remarks:

	/s/ Steven R. Watts, as attorney-in-fact for Danielle L. Kirgan pursuant to a Power of Attorney	03/26/2026
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

Source: View Original Filing on SEC EDGAR

FAQ

What did Macy's (M) executive Danielle L. Kirgan report in this Form 4?

Danielle L. Kirgan reported vesting and settlement of restricted stock units into 8,539 Macy's common shares on March 24, 2026, followed by the sale of 3,047 shares on March 25, 2026 to satisfy tax withholding obligations related to that vesting event.

How many Macy's (M) shares did Danielle L. Kirgan sell and at what price?

She sold 3,047 Macy's common shares on March 25, 2026 at a weighted average price of $18.7173 per share. The filing notes these shares were sold in multiple trades between $18.685 and $18.76, with the weighted average reported in the transaction details.

Why were Danielle L. Kirgan’s Macy's (M) shares sold according to the filing?

The filing states the 3,047 shares were sold to cover tax withholding obligations arising from the vesting of restricted shares. It explicitly notes this does not represent a discretionary transaction by Danielle L. Kirgan, but rather a sale tied to required tax payments.

How many Macy's (M) shares does Danielle L. Kirgan own after these transactions?

After completing the reported transactions, Danielle L. Kirgan directly owned 56,653 shares of Macy's common stock. This post-transaction balance reflects the 8,539 shares received from restricted stock unit vesting, net of the 3,047 shares sold to cover associated tax obligations.

What restricted stock unit grant underlies Danielle L. Kirgan’s Macy's (M) transactions?

The activity relates to a grant of 34,155 restricted stock units awarded on March 24, 2022, vesting in four equal installments. Each restricted stock unit equals one Macy's common share, and the March 24, 2026 vesting represented one installment of 8,539 units from this multi-year award.

Were Danielle L. Kirgan’s Macy's (M) stock sales discretionary trades?

No. The filing’s footnote specifies the 3,047 Macy's shares sold on March 25, 2026 were solely to cover tax withholding from restricted share vesting. It clearly states this sale does not represent a discretionary transaction initiated by Danielle L. Kirgan.